Obscurity
by KingdomOfThomond
Summary: When Twilight and her friends agree to help a unicorn mare from northern Equestria, they discover that nothing is exactly as it appears to be.
1. Kimberly

One morning in Ponyville, Twilight was busy in her new castle, sorting out books given to her by Princess Celestia to replace the ones destroyed by Tirek. She was interrupted by Spike, who arrived with some pony, a unicorn mare, that she didn't recognise.

The mare had medium-dark green fur, along with neatly maintained feathers of the same colour around her golden-brown hooves, and maroon coloured eyes, which had some dark freckles between them. Her wavy mane was a dirty yellow, with a fringe extending to just above her eyes, and was plaited behind her ears. A small deep blue headband separated the plait from the fringe. The mare's tail was also plaited, alternating between the dirty yellow of her mane and streaks of light blue. On the mare's flank was a bronze hexagon, with a line in the lower half of the hexagon parallel to the two bottom edges. A banner with a star in the middle of it covered the lower edges of the hexagon. The mare carried a brown saddlebag, contents indeterminable by the thickness of the fabric and the closed flap, and wore a wooden necklace that depicted a creature with the front half of a pony, including the forelegs, and the tail of a fish.

"Twilight, this is Kimberly. She said it was urgent," said Spike.

Kimberly bowed before speaking.

"Princess Twilight, I have come from Poniton, near the northern border with the Frozen Wastes. We need your help urgently." said Kimberly, in a South Welsh accent.

"Please don't bow to me. What do you need help with?" inquired Twilight.

"Ponies are disappearing, and those that remain are starting to panic. We have no idea why ponies are disappearing, or where they are going."

"Strange. The map hasn't done anything different recently."

Kimberly gave Twilight a look that said her map could be shoved somewhere that the sun didn't shine.

"I'll get the girls to help."

"Thank you."

Twilight already had her reservations about Kimberly, as the latter had a slight distortion of her voice, although she decided that these reservations could wait until they had resolved the problem in Poniton. Twilight told Kimberly to stay at her castle door while she gathered her friends.

* * *

When Twilight returned with her friends about half an hour afterwards, Twilight's friends introduced themselves to Kimberly. This involved Pinkie being her typical over-the-top self, making Kimberly shy away from her, although the others were more reserved and introduced themselves in a much more rational way. Twilight asked Kimberly what would be the best way to reach Poniton, and the latter replied that she had walked to Canterbury, which was the nearest place to Poniton with a station, and caught the train.

The group trotted off to the Ponyville station and had to wait about a quarter of an hour before a train heading northwards arrived. During this time, Twilight asked Kimberly about her cutie mark.

"I'm a Bronze League Heroine – the very best of the very worst. I can do quite a lot of things, but they tend to be done badly, go wrong, or in a way that is fascinating to watch because everything is done in an unusual way. Those that don't go wrong or aren't done badly, I stick to doing." replied the mare.

Twilight diverted the conversation elsewhere.

"You told me why you want us in Poniton. Do you have any more information about... the issues there?" asked Twilight.

"I'm sorry, but I don't. I told you all that I could about them."

Most of the others had better things to do than look for something with limited information, and Rainbow Dash, in particular, was frustrated. After a few insistent questions, Kimberly began to ignore the pegasus.

When the train arrived, the group boarded.

* * *

After several transfers along the way, they arrived in Canterbury in the late afternoon, and Kimberly began to lead the way to Poniton. From the brief look that they had, the Mane Six thought that Canterbury was about the same size as Manehatten, but had a similar architectural design as Canterlot.

In the early evening, the group stopped by a lake and stream, with the idea of reaching Poniton the following day, after they had been refreshed by a night's sleep. The lake had a small area of short grass around it, with a much larger area by the path where the group could sleep. There were several species of flowers dotted around the grassland, and various weeds were littered around the banks of the lake. Around the grassland was a forest thick enough that no light could be seen through it. A faint smell, like an old bonfire, hung in the air. Kimberly confirmed that they were close to Poniton, but that the town should survive until the following day.

Rainbow Dash and Pinkie went into the lake and started moving around like they were treading water near the bank, with only their heads above the water. Rainbow called out to Twilight, who was standing on the bank, watching them.

"Come on in, Twi, the water's lovely." stated Rainbow Dash.

Twilight decided to dive in, and she did so but didn't realise that the water where she dived in was about a foot deep, so the alicorn ended up with the majority of her midsection and hindquarters sticking out above the water. Pinkie and Rainbow stood up, with water around their hocks, and started laughing. This also got a humorous response from Kimberly, Rarity and Applejack, the former two who smirked and the latter who chuckled. Needless to say, when Twilight had freed her head from the weeds on the lake-bed, she was not particularly happy. This incident attracted something from the deeper part of the lake, as the tail of a large fish appeared above the surface of the water, which made a large splash when it went back under.

"Kim, what was that?" asked Applejack.

"The lake's most notable resident." replied the unicorn.

"Notable? Why?"

"Her species is endangered."

"Endangered? My goodness. What is she?" murmured Fluttershy.

Kimberly pointed back at the lake, where a body started to form. As it got closer, it became clearer. The front half of a pony, complete with the forelegs, combined the tail of a fish, like the one on Kimberly's pendant. It surfaced, near Twilight. The body was a light turquoise in colour, and had gills and fins near the tail. Along the back was a long, semi-transparent fin. The mane was made up of three colours – yellow, green, and white – and had a small red bow in it. The eyes were a deep green in colour. The neck had a small set of gills on it while there were two small fins on the side of the jaw. The creature spat water out of its mouth, which went into Twilight's face.

"A lakespony! I've never met one before." exclaimed Fluttershy.

"Lakespony?" questioned Rainbow Dash. "Don't you mean seapony?"

"No. Seaponies don't have forelegs. Lakesponies also have gills in different places, and have the most amount of fins out of all the sentient aquatic animals."

"That'th true." said the lakespony, in a Central English accent with a lisp. "And thurfathing for too long can be dangerouth for them while I can thtay thurfathed indefinitely."

"Of course – lakesponies have a small pair of lungs." said Fluttershy, remembering what she had been told about lakesponies.

"But why are you here? Don't you want to live at sea where there's more room to swim about?" asked Rainbow Dash.

"Lakesponies are freshwater animals. She, or more accurately, her gills, wouldn't be able to tolerate the salt." lectured Twilight.

"Why are we discussing her biology before we even know her name?" asked Rarity.

"Exactly." seconded Applejack.

"She's called Water-Lily." stated Kimberly.

Water-Lily began making clicking noises to Kimberly, who, when the lakespony had finished, started clicking back at her. This went on for several minutes before Applejack interjected.

"What is it with this clicking?" questioned the farm pony.

"Thorry. I was athking Kim what you all were doing here, and catching up with what thhe wath doing." replied Water Lily, apologetically.

"Don't you fret none. S'nothing wrong with it, sugarcube."

Water-Lily hoisted herself onto the bank, and flopped over to a sunny patch of ground, and began to sun herself. This made an image of a green laughing sawfish on her side prominent. Rarity quietly asked Kimberly what sort of special talent gave you a sawfish for a cutie mark. The green unicorn replied that lakesponies didn't have cutie marks, but, because of the environment that they live in, they have a mark on their sides for identification. Kimberly called out to Water-Lily.

"Lily, how did you get your sawfish?"

Water-Lily replied that, when she was about five years old, her father took her aside, and told her that, as she had most definitely noticed, lakesponies had an identifying mark, and that she was at the age where she was able to choose hers. Water-Lily asked him how to choose, and he told her to wish for something unique to her to appear on her side. He warned, however, that she could only choose once, and, once chosen, the identifying mark would be impossible to change. Water-Lily, because she was fascinated by the colour green and what she'd heard of sawfish, wished for a laughing green sawfish to appear on her side, and it did, causing Water-Lily to be euphoric for a short time afterwards.

After a little while, the other ponies were in the lake, apart from Rarity and Kimberly, the former who didn't want to ruin her mane or tail, and the latter who stated that she was intensely aqua-phobic, and wouldn't dare go into the lake. This increased Twilight's suspicion surrounding the green unicorn, although she decided not to tell her friends about them.

When the sun was sinking low on the horizon, Water-Lily slid back into the lake with a trail of bubbles coming from her mouth and saying what sounded like "They are the prey, and we are the hunterth!", while the ponies still in the lake at that point got out and dried themselves. While Rainbow Dash and Applejack fetched wood for a fire, Pinkie and Rarity were setting up rather oversized tents and Fluttershy was inspecting the local flora, Twilight took Kimberly to one side, near the tree line.

"Kimberly, something's up. What is it?"

"I'm really concerned about Poniton, and I fear we may be too late."

"We'll be there in the morning, so don't be too concerned."

Twilight understood that Kimberly's concern might have been causing her to behave strangely, but this conversation didn't stop her being suspicious. As Kimberly began to walk away, Twilight cast a spell to enter Kimberly's mind, which was a lot more trouble to cast than it should have been. Kimberly stopped dead instantly.

In Kimberly's mind, Twilight was in a corridor of a large, and very new-looking, industrial building. The walls were white and had several notices on them, one of which seemed to say that it was someone's 50th birthday on the 3rd of March 1981. Near Twilight was a sign with a heading in a language that she couldn't understand with the number three and directions to other parts of Kimberly's mind, including one with the number four leading to an unfinished part of the building. The floor had patterned hexagonal tiles on it, which, when Twilight's mind comprehended the design, depicted long green vines on a brown background, with pink and white flowers on the vines. Two pipes ran along one of the walls, and rectangular lights on the ceiling ran perpendicular to the corridor. At regular intervals along the hallway were red lights. What piqued Twilight's curiosity was the very pale colouring that everything had, although her eyes had already adjusted to it. The red lights began to flash, which made Twilight nervous, before a clinical, and rather disinterested, robotic female voice started to speak over a PA system.

"Priority warning. Perimeter defences bypassed. Security systems are compromised. All units on alert."

As she walked around a corner, Twilight was spotted by a tall white humanoid with glowing red eyes. The brown shirt had four pockets, a high neck collar with orange trim, and orange cuffs, shoulder pads, and trimmed bottom. The trousers, which were also brown, had orange panelling on the sides, and the shoes were dark brown with laces.

"You really shouldn't be here." stated the humanoid in a robotic male voice, and began to advance towards Twilight.

"Logging report to Kimberly and SKALA." the humanoid continued before it grabbed Twilight by the throat.

Twilight started struggling against the humanoid's grip.

"You are becoming hysterical." commented the humanoid, which carried on throttling Twilight.

Twilight continued to struggle, but she was eventually able to loosen the humanoid's grip around her throat to free herself.

"This is futile." the humanoid said.

Twilight quickly left Kimberly's mind and discovered that she had red welts on her neck from the encounter. Kimberly started moving again, walked over to Twilight as she gave her a glare of death, growled that she had lost some of her trust in the princess, and trudged off back to the lakeside.

* * *

That night, Twilight had a dream where Princess Luna visited her.

"Twilight Sparkle, something bothers you." stated the lunar princess.

"Yes, it's Kimberly. She just doesn't seem quite right. Something about her is... lacking." replied Twilight.

"I see Kimberly every night: she lies awake on the ground, basking in the moon's light. Go! Talk to her!"

Twilight abruptly awoke and stuck her head out of her tent. At this time of night, the air was pleasantly cool, thanks in part to a light and gentle breeze that was blowing. Crickets were chirping, and Twilight could faintly hear bats and owls making noises in the distance. Twilight left the tent and began looking for Kimberly.

* * *

A/N: reviews would be appreciated, as there are some areas in this chapter that I am unhappy with.


	2. The Reveal

After walking around for a bit in the deep blue of the night and looking for Kimberly, Twilight found the mare lying on a rock, with two panels on her back and making soft, murmuring noises.

"Er, Kimberly..." started Twilight.

Kimberly opened her eyes, gasped sharply, and quickly stood up while the panels on her back, which looked vaguely like wings with a giant heart in the middle, disappeared into the mare.

"What were those panels?" asked Twilight.

"Um, er, how do I break this to you?" stammered Kimberly.

"You can start by telling me what you are exactly. I know you're different, and those panels are reinforcing that point."

"I'm... I'm an animatronic." Kimberly replied quickly.

"I take it you were...recharging?"

Kimberly nodded slightly.

"Those panels must be quite photosensitive."

Kimberly nodded once again.

"What was that thing in when I was in your head?"

"That was a janitor. They're not particularly smart, but they do a good job of keeping everything tidy. I'm sorry that he attacked you, and how I reacted to you afterwards. SKALA, my subconscious, can be a bit…protective."

"Don't worry, Kim. I shouldn't have been in your mind without your permission, but I've been suspicious of you since I met you, and now I know why. The girls aren't suspicious of you yet. Why didn't you mention that you're an animatronic?"

"Because I'd be treated differently to how other ponies are treated, possibly shipped off somewhere to be examined, and I just want to be normal. Yes, I admit that there is a significant amount of difficulty involved because other ponies are made of flesh and bone while I'm made of steel and wire never ending, but I still want to fit in."

Twilight nodded her head.

"I understand how you feel Kimberly, but I would recommend that you tell the others that you're an animatronic."

"No, no I can't. I don't know them, and I'm not going to entrust my most valuable secret to them."

"I can vouch for them."

"Maybe later, but for now, please don't tell them."

"I won't tell them for the moment."

"Thank you, princess."

At this point, Water-Lily approached the other two ponies, nodding and gruffly saying "Evenin'." to Kimberly, who returned it.

"You couldn't thleep either, then?" Water-Lily asked Twilight.

"I woke up, and decided that I need to go for a walk."

Water-Lily nodded in agreement.

"I often experienthe the thame thing. Nothing like the night air. Long live Luna."

Kimberly immediately followed this by saying, "Long live Luna."

"That'th ath Republican ath we get. Neither Kim nor I are overly interethted in either Thlelethtia or Luna, but we do prefer Printhethth Luna."

Kimberly retorted that the lakesponies wouldn't be, as Celestia had granted the lakesponies self-governance several centuries earlier. Kimberly emphasised this by stating, to Twilight, that the Lakesponies created their royal family because of it.

"They have a royal family?" asked the alicorn.

Water-Lily replied that they did, but nopony took the Lakespony Fürstenhaus seriously.

"I'm going to go back to bed now; I'll see you two tomorrow." stated Twilight.

Twilight walked back to her sleeping bag while Kimberly and Water-Lily talked quietly together for a bit longer before the lakespony went back into her lake. Kimberly, checking that she was no longer being observed, slid out her photosensitive panels and continued recharging.

* * *

The following morning, the Mane Six and Kimberly continued towards Poniton. Twilight hadn't managed to get any more sleep after her conversation with Kimberly and was filled with admiration for Kimberly's creator. Silently watching Kimberly, Twilight noted how much the animatronic moved and behaved like a regular unicorn mare, and found it difficult to believe that she was robotic. Twilight made a mental note that she must talk to Kimberly's creator if she could find and approach them. Twilight was abruptly removed from her observations by Applejack.

"Y'all alright, Twi? You've been starin' at Kim for a while now."

"Yes, AJ, I'm fine. I infringed Kimberly's privacy, and I can't say I didn't get what I deserved."

"That explains the marks on your neck."

A few minutes the group arrived where Poniton should have been. Instead of a town, they were confronted with scorched earth and the black, smoking remains of wooden buildings. A few stone structures, like a bridge and a well, were still standing. There were several drag marks on the ground and the remains of what could have been a fight. Several black skeletal shapes were on the ground. The Mane Six stood in shock at what lay in front of them; Fluttershy was unable to look while Kimberly started sobbing and looked away.

"What in tarnation happened here!" exclaimed Applejack when she regained her ability to speak.

"I don't know. It looks that this may have been the work of barbarians from the Frozen Wastes. They must have decided to raze the place to the ground. From the looks of things, Kimberly mustn't have been gone long before they struck. Why didn't the map do anything to tell us about this?" commented Twilight in despair.

"All gone. They've all gone. Please, avenge them." mumbled Kimberly, with pain in her voice.

The Mane Six sympathised for Kimberly, who had lost all save what she had with her. Pinkie, under other circumstances, would have started singing or trying to cheer up Kimberly but knew that, at present, it would make things worse for the unicorn.

"I think we follow these barbarians and we sort them out." stated Rainbow Dash.

"I completely agree. They certainly are quite barbaric, these barbarians." said Rarity, who was in need of a thesaurus.

The Mane Six walked off, leaving Kimberly to face her sorrows alone.

* * *

Kimberly had stopped sobbing and was lying on the ground when she could hear the Mane Six returning, which was the sound of Rainbow Dash bragging about how good she was. When the Mane Six approached Kimberly, the animatronic asked them if there were any survivors from Poniton. The response was that none were found. Kimberly started sobbing again, so Fluttershy went up to the unicorn and began comforting her as best she could. After a while, Kimberly had calmed down, and the Mane Six, except Twilight, began the return journey to Canterbury.

Twilight approached Kimberly as the animatronic stood up.

"Kimberly, you need to tell the others that you're an animatronic. They're going to find out sooner or later, and it would be best if you tell them before they find out."

"Yes, Twilight, it would be. I shall tell them." Kimberly replied.

Twilight and Kimberly began walking back to Canterbury. They caught up with the others at Water-Lily's lake, where they were telling the lakespony the bad news. Water-Lily looked at Kimberly as she approached.

"Everything gone?" asked the lakespony

"Not quite, but near enough." replied the animatronic.

"Are you going with thith lot, then?"

"I see little reason for me to stay here."

"Where you go Kim, I go too. I'd be left on my own if you went with thith lot, ath I don't thee anypony from Canterbury around here."

Water-Lily clumsily got out of the lake before she dug holes in several places to remove her life savings from working for Inland Waterways, and the group walked in the direction of Canterbury, with Water-Lily quickly falling behind due to a slower walking speed. Twilight was listening to a conversation between Applejack and Fluttershy, which they had resumed from before they had reached the lake.

"I'm a bit surprised, Applejack. Kimberly was doing all that sobbing, and yet she had no tears in her eyes or on her cheeks when I was comforting her." stated Fluttershy.

"That's intense aqua-phobia if you ask me." replied Applejack.

"Kimberly can't make tears – she doesn't have any tear ducts." interjected Twilight. The others in the group had begun listening.

"But all living ponies need tear ducts." murmured Fluttershy.

"Kimberly isn't alive, in the strictest sense. She's an animatronic." retorted Twilight.

Those present, save Twilight and Water-Lily, stared at Kimberly, a mixture of surprise and shock registering on their faces. Fluttershy moved to the other side of the group from Kimberly, muttering that she had automatonophobia, a fear of animatronic creatures and anything else that falsely represents a sentient creature.

"Are you absolutely certain Twilight? She doesn't seem any different to other unicorn mares." said Rarity.

Kimberly nodded slowly.

"Twilight's right; I am an animatronic."

Rainbow Dash, who had been flying overhead, landed in front of Kimberly, startling the unicorn.

"That is so totally awesome! What does it feel like to be a robot?" asked the pegasus.

"Probably very similar to what it feels like to be a regular pony. It's called artificial brilliance." replied the unicorn.

"I can understand why you kept quiet about this, Kim. I would if I was like you." stated Applejack.

Kimberly nodded her appreciation.

"What about her pelt? It looks lifelike." asked Rarity.

"It's made up of a combination of synthetic fur and jelly." Kimberly answered.

"Jelly? What flavour jelly?" questioned Pinkie.

"It's stomach-pump flavour jelly."

"I've not heard of that one before. What's it like?"

"It's toxic, and will put you in a hospital."

"If you wouldn't mind, I'd like to examine your pelt." requested Rarity.

Kimberly shot Twilight a look of "I told you. I told you so, didn't I?"

"Not here. I've some internal components that aren't particularly keen on being exposed to the weather."

"I can wait until we get back to Ponyville."

Twilight, meanwhile, had discretely asked Water-Lily why she didn't seem at all fazed by this revelation. Water-Lily simply replied that Kimberly had told her a few years back.

After arriving at Canterbury station, the group waited for the next train to Ponyville, and Water-Lily bought the latest edition of Motorboats Monthly, to which Kimberly commented that, once she started having a "good read", nothing would interrupt the lakespony.

* * *

**A/N** That's the prologue wrapped up; the story begins in the next chapter.


	3. Somewhere to Stay

Back in Twilight's castle in Ponyville, before the Mane Six and Water-Lily, Kimberly started taking off her pelt, using magic. The animatronic started on removing the pelt from her legs and barrel using skilfully hidden zips, and, once finished, moved on to removing her pelt from her face, which was slow and delicate work, as her face had a high concentration of motors and servos for facial expressions.

When Kimberly had finished removing her pelt, she was extremely disturbing to behold. The majority of her body was a large steel frame with smaller struts providing protection for some of the finer electronic components and kept the pelt taunt. Visible through the gaps in the frame were a huge variety of electronic components, as wells as gears, belts and pulleys providing the animatronic with movement. Between Kimberly's forelegs was a panel with several sockets on it, which would be used for Kimberly to connect to various electronic devices. Grounding devices were on all four of Kimberly's hooves, and a red injection port for fire-fighting purposes was between her hind legs. Now that her pelt was removed, the sounds that Kimberly's internal components made could be heard.

What was nightmare fuel for the others was Kimberly's face. The teeth looked like they were in an insane grin, while the ears were a thin mesh with small microphones inside them. The eyes were permanently open, as the eyelids had been removed with the facemask, but this did not stop the motors responsible for Kimberly's blinking from operating. Various motors, servos, pulleys, and gears were scattered around Kimberly's face, with shafts and diameters of varying sizes and lengths sticking out of them, making it look like the animatronic look like she had splinters and spinning tops embedded in her face. Fluttershy went and hid from the sight, as she was terrified, and the others felt like they should have considered putting on brown trousers that morning.

When Rarity had calmed down enough to examine Kimberly's pelt, she picked it up with her magic and began examining it extremely carefully, as if using a fine toothed comb. She stopped at where the pelt would fit over Kimberly's flank, as, although Kimberly hadn't pointed it out, her bronze cutie mark had vanished from her pelt.

Rarity questioned this, to which Twilight suggested that it was because of how cutie mark magic worked. Kimberly confirmed this, going into detail about raw magic, which includes cutie mark magic and is present in all things, and refined magic, which is used by ponies and is noticeably less powerful than raw magic but cares about what it is used on. Sadly, only Twilight and Pinkie understood what the animatronic was going on about, leaving Twilight to summarise briefly what Kimberly had said.

After Rarity had finished looking over Kimberly's pelt with her eye for detail, the pelt was returned to its owner, who proceeded to put it back on again, face first, and then the rest of her body. Despite the fact that Kimberly had put her pelt back on, the other ponies couldn't shake from their mind's eye the image of the animatronic without her pelt.

Apart from Twilight and Kimberly, the ponies took their leave. Twilight took this opportunity to comment on how advanced Kimberly was.

"I didn't know that electronics was at the stage that we could create sentient animatronics. And, considering how fragile and unstable programmed animatronics can be, you're remarkable."

"You know, I thought that I should become a real unicorn, of flesh and blood, if you were able to do it." mentioned Kimberly.

"You'd lose your uniqueness."

"That's something I can do without."

"I know a spell that transforms various organic and inorganic objects into different organic and inorganic objects, but applying a spell that would turn a sentient inorganic object into a sentient organism is dangerous. The risk that you would be destroyed or damaged in the process is unacceptably high. I refuse to do it."

"I suppose it was worth a try. Besides, it was something, although cliché, that I had to ask. Now, as I don't have a home or a job anymore, where's the nearest flat I could rent? And do you know of any jobs, and don't mention any Suck E. Cheeses, that require a unicorn mare around here?"

"You can stay with me, and I know Rarity would be willing to let you stay with her."

"I insist that I rent a flat." claimed Kimberly, despite SKALA's objections at the back of her head.

Twilight gave Kimberly directions to the nearest available flat. As for a job, Twilight mentioned that, some time ago, Cheerilee was looking for a unicorn Teaching Assistant to help develop the magical prowess some of the unicorn foals. Kimberly considered this and replied that it seemed like a good idea, as she had previously done something similar in Poniton. Twilight asked Kimberly to follow her, as they trotted over to the schoolhouse, before they were interrupted by a pegasus stallion landing next to them.

"How's that kipper, Kim?" asked the stallion.

"Ace!" cried Kimberly in joyful revelation.

Ace was a white Pegasus, wearing a gold reflective flight jacket and debonair white scarf, and had his shoulder-length blonde mane in a permanent quiff. A similarly styled tail stuck out the back of the flight suit, and his cutie mark, due to the flight suit, was hidden.

"Ace, this is Princess Twilight." said Kimberly.

Ace took Twilight's right forehoof in his and shook it.

"I'm a grandmaster, representing the League." stated Ace.

"He's very good at doing things." commented Kimberly.

"What have you been doing Kim? I've been looking for you for a while now." asked Ace.

Kimberly gave Ace a brief description of what had been happening in Poniton, and her botched attempt to get the Mane Six involved.

"That sucks."

"What have you been doing?"

"Nothing special. Saved a couple of universes, overthrown a few dictatorships, turned down a heapful of marriage proposals, and had my highlights done." replied Ace, nonchalantly.

"What a stallion!" exclaimed Twilight.

"What are the other…" Kimberly started, as a grey unicorn stallion emerging from a swirl of smoke interrupted her.

His mane and tail were made up of several black dreadlocks, capped with short brass tubes. His eyes were green, and he had a maroon bandana covering the area that his mouth and nostrils would be. There was a maroon cape covering the rest of his body, although his cutie mark – a hexagon, white in the top left corner and progressed through shades of blue to black in the bottom right, with a blue and white star on it – was visible. He had brass-coloured ovals embedded with large green stones on his shoulders, with a similarly styled chest-piece. There were brass kneepads on all of his legs, except his right forehoof, which had a gauntlet. His warp blade, a seemingly magical green sword, was drawn and held in his right hoof.

"Twilight Sparkle, I bring tidings of doom." said the stallion, in a voice that reverberated and echoed in the very air itself.

"Grey Mystic…" muttered Kimberly.

"I have beheld the future, and discovered that the Magic of Friendship is insufficient." continued Grey Mystic, ignoring Kimberly.

"What?" Twilight questioned in disbelief.

"There is an imbalance of power. After the reformation of Discord and the reimprisonment of Tirek, things are stirring within the shadows. I have witnessed a power struggle amongst the forces of evil, although I know not who will triumph. Regardless, your abilities will not be sufficient unless you adapt to this new danger. You are surrounded by a whirlwind of darkness, princess, and must be cautious! The Principality of Equestria hangs in the balance."

With that, Grey Mystic disappeared.

"Like the Spanish Inquisition, that was unexpected." mumbled Kimberly.

"You can say that again. Princess Twilight, on behalf of the Bronze, Gold, Platinum, Diamond, Master, and Grandmaster Leagues, you have our allegiance." pledged Ace.

"What about the Silver League?" asked Twilight.

"She was…obliterated in a rock fall while mountaineering. She didn't stand a chance."

"Twilight, listen to Grey Mystic. Celestia has made the mistake of not doing so on several occasions, and ill has come of it. Do not make the same mistake, or we are doomed." warned Kimberly.

"If this were Princess Celestia that Grey Mystic had warned, I'd fetch my BFG 9000." joked Ace.

"So long as we don't get a repeat of what happened with Princess Bonjella. That was so funny to watch." Kimberly snorted.

"I lost my best top in that."

Ace frowned before he continued.

"I had other things to attend to. Smoke me a kipper; I'll be back for breakfast."

Ace left, flying westwards.

"Was fuer ein Kerl!" said Kimberly.

After visiting Cheerilee, who, as she had received some rather poor applications and because of who was accompanying Kimberly, took the animatronic on as her Teaching Assistant beginning at the start of next week. Walking to the flat that Twilight had suggested, Kimberly, although glad that she was able to get a job so quickly, was tentative that, somehow, something would go wrong. Twilight reassured the animatronic, saying that some things can turn out inversely to how they were expected to occur. Kimberly nodded to this while muttering something about a Diamond League Disaster, agreeing with the alicorn. Going up to the flat, Kimberly cried out as her right hind leg stopped supporting her weight and the mare's rear end fell to the ground. The unicorn immediately got up, limping heavily to avoid using the bad leg at all.

"What was that about?" probed Twilight.

"I think that a belt went, or possibly the pulley. Let's just check out this flat." Kimberly hissed quietly through her teeth, indicating that this was not the place to ask about Kimberly's internal workings.

The two went inside the flat to see if Kimberly could stay.

* * *

Kimberly was pleasantly surprised. She had not only a new job but also temporary accommodation with Mrs Schrödinger, whose husband had been savaged by an extremely angry stray cat. Kimberly had a room in the attic of Mrs Schrodinger's house, and, after rules of "keep it tidy, no smelly or moulting pets, and pay the rent on time", was left alone. The animatronic took this opportunity to lay the contents of her bag on the bed.

They are a bit pathetic, Kimberly thought, pathetic belongings of a pathetic animatronic unicorn. A couple of spare parts and some tooling, a can of WD40, a book called How It Was, a purse with some money in it, a Microprofessor 1, and a small teddy bear called Boo-Boo.

Kimberly gazed upon her belongings, and began to feel lost and alone, cast adrift in an ocean. What had happened at Poniton was starting to affect Kimberly for the second time. Kimberly, in her depression, began to hate herself, her uselessness, her electronic nature, and her attachment to all things past. In the midst of this, she sobbed, hugging Boo-Boo tightly.

When Kimberly had sobbed enough, she took off her pelt from her right hind leg and found that a belt had snapped. Kimberly placed the broken ends together, and magically joined them, before putting the belt back in its rightful place. A cough from the doorway made Kimberly swirl around quickly in a panic. It belonged to Mrs Schrödinger's other tenant; an earth pony stallion called Runemaster. Runemaster was a deep brown in colour, with flecks of black and sandy-yellow. His obsidian mane, beard and tail were long despite being plaited.

After a few moments of silence, Kimberly still reeling from the fact that Runemaster had been watching for an unknown period, Runemaster spoke with a flowing deep Scottish accent.

"I heard you sobbing, and came to see if I could be of assistance, which I now doubt you need."

"When did you come in?" asked Kimberly, electronic heart beating wildly. SKALA, quietly watching the situation, brought Kimberly back under control.

"I knocked on the door about two minutes ago. When you didn't answer, I came in to see you remove the skin on yer leg. To be honest, I've seen stranger."

"It doesn't bother you?"

"Nah, yer lot were comin' anyway."

"Please don't tell anypony else."

"I won't."

Runemaster left, leaving Kimberly to reflect on her current situation. SKALA piped up, robotic voice detached and disinterested as usual.

"You should have stayed with Twilight. That wouldn't have happened if you had done so."

"True, true. No going back." sighed Kimberly.

"You do remember what you're here for, don't you? It would have made it easier."

"Yes. Yes, I remember. It's just an illusion."

SKALA, satisfied, retreated to lurking around the back of Kimberly's mind.

* * *

**A/N** Please rate and review.


	4. The Cliff

Late the following day, Twilight was passing Mrs Schrödinger's house when she saw two ponies she didn't recognise exit the building. The eggshell coloured stallion, of the earth pony flavour, was short, a tad on the large side, and had a bald head that looked like an egg. The moustache looked fussy and precise, presumably for a very fussy and precise Belgian owner. The stallion was dressed very well, in the sort of clothes that Rarity would be quick to compliment.

The deep and vibrant purple coloured mare, with a black mane and tail arranged in an Oriental style, was a different matter. She was much taller than the average pony, with some of the physical traits of a changeling, such as the insectoid wings and the crooked horn, combined with some pony features, such as an indistinguishable cutie mark, indicating that this mare was a crossbreed.

Twilight stopped to watch the strange couple head in the direction of the station when the mare turned to stare at Twilight before continuing where she had been going. Twilight went about her business, with the intent to ask Kimberly about the two ponies on a later date.

* * *

The following week, Kimberly had started helping out Cheerilee, and Twilight had found out about the pony couple she had seen leaving Mrs Schrödinger's house. The stallion, Egghead, was the Platinum League and a good detective, while the mare, Nightwish, was the Diamond League and a mole.

On Wednesday, the Cutie Mark Crusaders were in their clubhouse after school.

"So, what do you two think about that new Teaching Assistant?" squeaked Sweetie Belle.

"Ah dunno. She seems nice enough, she just seems kinda cold, like there's no life in her. And Ah wasn't expecting her reaction today either, to bolt to the corner of the room and quiver like a leaf because of a bit of water flying around." said Apple Bloom.

"I didn't realise you could even get a cutie mark for being representative of standards. Sucks for her to have drawn the Bronze League, though. Maybe we should try and become Leagues." suggested Scootaloo.

"That just wouldn't work. If you spoke to her about the Leagues, there's only one vacancy, the Silver League, and we're no better than she is. And which one of us would be that League anyway?" asked Apple Bloom.

"I suppose you're right about that. What do you think about her, Sweetie Belle?" questioned Scootaloo.

"A bit like Apple Bloom; she's nice enough, but she seems different. And what is it with what she calls Apple Bloom and I? Afal Blodeuo and Melys Belle?" replied Sweetie Belle

"She's Welsh; she's going to be more comfortable talking in Welsh." claimed Scootaloo.

"Seems reasonable enough to me." stated Apple Bloom.

"But about her fear of water, I think she needs help. Maybe we should help her." Sweetie Belle suggested.

"Yeah, that sounds great! Let's ask her tomorrow." agreed Scootaloo.

* * *

The following day, at lunch time, the CMC approached Kimberly, who was talking to Cheerilee.

"Er, Miss Kimberly, we couldn't help noticing yesterday that you seemed a bit scared of water. Is there anything we can do to help?" asked Apple Bloom.

"That's very kind of you girls, but there's nothing that you can do. It's a condition that I have, called aquaphobia, which I had for as long as I can remember. It's not a particularly big problem for me, at this stage in my life." replied Kimberly.

The CMC would have gone further at this point, except Twilight came running up.

"Kimberly, Water-Lily's been taken to the hospital, severely injured."

Kimberly raised an eyebrow to Cheerilee asking permission to leave, the latter nodding.

* * *

At the hospital, the doctor was giving his diagnosis. Water-Lily was in a coma, almost entirely wrapped in bandages, and diagonally placed across three beds due to her length.

"I'm surprised that she's still alive after what happened. She's got bite marks and deep claw scratches, all with varying levels of flesh removal, major internal bleeding and bruising, a mass of shredded skin and flesh down the right side of her body, a bruised skeleton, and severe blood loss. Whatever did this is big, as you are probably aware of how much punishment the lakesponies can dish out and receive; some of the worst cases I've treated have been lakesponies."

"What are her chances?" asked Kimberly, who was on the brink of suffering a serious system crash. SKALA was doing her best to keep Kimberly away from the edge.

"I honestly don't know yet. She's in a stable condition, and she's breathing by herself, which is good as we found her deep on an underwater ledge in the lake facing the current. I reckon that she might regain consciousness between a fortnight and a month, but that's uncertain. Even if she does regain consciousness, I doubt that she will be quite the swimmer she used to be."

Kimberly almost crashed, with only the swift influence of SKALA to stop it from happening. Twilight pulled Kimberly over to one side.

"I don't know what to say. I can see that you and Water-Lily are very close, and this is unpleasant for you. I cannot tell whether she'll live or not, but from what the villagers have said, even with the fights that the Elements of Harmony have been in, Water-Lily is tough and hard to take down."

At this point, Kimberly was completely numb with the realisation that her dearest friend had come so close to death and could still die. SKALA, meanwhile, had taken control over Kimberly's body and isolated herself from Kimberly, least Kimberly crash and take SKALA down with her.

SKALA nodded on Kimberly's behalf but didn't say anything.

* * *

The day afterwards, Twilight was minding her own business when she was pulled into a back alley with green magic. The princess turned to face Nightwish and was about to speak when the mare silenced her.

"Don't speak, for I am one with little time. For someone with your stature and a warning from Mystic, you do not seem to exercise an appropriate level of concern. Many eyes are upon you, of good hearts and of evil, of ponies and those who are not." spoke Nightwish, in a Devonshire accent and in a way that sounded like she was singing.

"Why are you here? Are you working for Queen Chrysalis?" questioned Twilight.

"Taffy's going through a bit of a rough period; I came to see how she was doing. For your second question, I have no connection to that block of Swiss Cheese. I must now take my leave, Princess."

The mare teleported away, Twilight still slightly stunned by her encounter with Nightwish, resumed to her business.

* * *

Three and a half weeks later, Water-Lily emerged from her coma, and Kimberly went over to the hospital as soon as possible to see how her friend was doing.

"Hello, Kim." said Water-Lily, sounding terribly weak.

"How do you feel?" asked Kimberly, anxious as an animal near zoophiles.

"Like I've done a Lehmann-Willenbrock."

"Do you remember how you got in here?"

"Vaguely. I remember a fight, but I can't remember if I won or not."

"You lost."

Water-Lily clicked something in irritation.

"That's the dirtiest thing I've heard you say. Do you want me to contact other lakesponies?"

"Yeth pleathe. I want that fithh over my mantelpiethe."

"You don't have a mantelpiece."

"I'll buy one."

The two of them fell silent.

"Thing, pleathe." requested Water-Lily.

"What do you want me to sing?"

"The Cliff."

Kimberly started singing, as Water-Lily closed her eyes and settled down.

_There is a cliff on the Volga River covered with wild moss_  
_From its top to its bottom_  
_And it stands there for hundreds of years covered with moss_  
_Knowing neither need nor care._  
_And it stands there for hundreds of years covered with moss_  
_Knowing neither need nor care._

_Nothing grows on the top of it_  
_Just the free wind floats around_  
_A mighty eagle made his hideout there_  
_And there it torments its victims._  
_A mighty eagle made his hideout there_  
_And there it torments its victims._

_Only one man among all others was on that cliff_  
_Only he was able to get to the top_  
_And the cliff didn't forget this man_  
_And from then on it was called by the man's name._

_And that cliff is still there and it still keeps_  
_All the cherished thoughts of Stepan_  
_And along with only the Volga River it remembers sometimes_  
_The glorious living of the rebel leader_  
_And along with only the Volga River it remembers sometimes_  
_The glorious living of the rebel leader!_

Kimberly stopped singing. Water-Lily had fallen asleep, but other ponies from all around the ward were looking at or clustered around Kimberly, drawn by her singing. Although Ponyville suffered from random outbreaks of musical numbers where ponies would happily take part, the residents were not tempted to join in singing The Cliff, preferring to listen to the Russian song being sung in English with a Welsh accent. It wasn't as if Kimberly's singing sounded bad, quite the opposite, in fact, but it had a strange quality to it, like many voices layered upon each other. Little did the villagers know that SKALA had been joining in when she could.

In the quiet that followed, Kimberly took her leave.

* * *

Twilight awoke three days later to the sound of marshalling. Going outside, she found a vast group of lakesponies on dry land. Hunters, trawlers, dredgers, and ferryponies were present, with others belonging to public services like the police and Inland Waterways. In one corner was the Fürstin von Seen herself, Lily-Blossom. Lily-Blossom clicked something, and the lakesponies began entering the rivers and lakes in Ponyville, searching for what had caused so much damage to Water-Lily. Although Twilight would have condoned revenge and the use of violence under ordinary circumstances, the pride of the lakesponies had been damaged, and Twilight was not going to interfere in their business, as she had no desire to wind up on their bad side.

Kimberly, meanwhile, had used the commotion to smuggle two large crates and a large and strong black bag from the train station into Mrs Schrödinger's house. Twilight saw this and went to investigate.

* * *

**A/N** I hope you've enjoyed this latest instalment; please review.


	5. Allerton, High Strung, and RAVEN

Inside Mrs Schrödinger's house, Twilight hammered on the door to Kimberly's flat. The animatronic answered as she had yet to leave for her job, and Twilight came in, bluntly going to the point.

"What's in the boxes you just brought in? The fact that you used the commotion outside to smuggle them across town speaks volumes." claimed Twilight.

"You're free to check the boxes, although I think you should read this letter first." said Kimberly, rummaging through her satchel before handing Twilight a letter.

_Dearest Kimberly,_

_High Strung and I would like to come and visit you. However, due to the extortionate price for us to get train tickets, it is cheaper for us to box ourselves up and ship ourselves to you; we will label the boxes 'items of historical interest'. Knowing the train company, they will not search the boxes._

_We have also included a bag, which includes RAVEN, as we thought it was better you have him than us, and a few items of yours that we have. We expect to arrive sometime next week, although we will need you to boot us when we arrive, as both High Stung and I will shut ourselves down for the journey._

_With much love,_

_Allerton_

Twilight started opening one of the boxes, marked as box one of two. When it was opened, Twilight peered inside. A neon orange earth pony mare lay inside, but her design seemed much blockier than it should have been. A green bow was at the base of her tail, which was brown in colour. The eyes were closed, and the mare had a red flat cap. She had no visible cutie mark.

"This is Allerton. She was the first animatronic made in my series. Her subconsciousness is called FVOX." said Kimberly.

Twilight moved onto the next box and found a pegasus stallion inside. Like Allerton, he had a rather blocky design, but was grey instead of orange, and appeared rather feminine. A green bandana was around his neck, and his eyes, like Allerton's, were closed. A woodpecker was on his flanks.

"This is High Strung and VOX. Phase one, unit two." mumbled Kimberly.

In the bag, Twilight could see a large black box, which she took out, and something that looked like Kimberly's pelt, but this had been severely burnt. Other items were below this, but Twilight didn't take a look at them.

"That box is RAVEN, the subconscious part of Vulcan, an alicorn. He was a second generation unit, like me, and started two years after me. Even the reports from RAVEN didn't reveal much as to what happened to him; he just seemed to tear himself apart, setting fire to my original pelt in the process." Kimberly said before she started sobbing.

Twilight went over to her and started doing her best to comfort the animatronic. Once she had calmed down, Kimberly went on.

"It still haunts me to this day; he and I were so similarly made, we were almost identical. Whatever happened to him could happen to me, at any time. Even SKALA, who is rather stoic, is scared about what happened. The newer units, the third phase ones, have better safety mechanisms, and I hear rumours of a fourth phase unit."

Kimberly would have gone on, but SKALA stopped her, stating that she needed to go to the schoolhouse.

* * *

Later that day, after school had finished for the day, Twilight had gone to visit Kimberly as she was starting up Allerton and High Strung; both of the phase one animatronics had been taken out of their boxes.

As Kimberly started up both Allerton and High Strung, Twilight internally face hooved for not noticing Kimberly's slenderness or her somewhat more rounded face before, as standing next to the blockier phase one units brought these attributes out in the second phase unit.

Booting Allerton and High Strung took a few minutes for each of the phase one units. For both of the units, the BIOS ran tests on the subconscious, which then booted, stating that it was online. The subconsciousness then performed tests on the consciousness, plus a virus and malware scan, before it was allowed to boot. Once booting had finished, Allerton and High Strung looked around and saw both Kimberly and Twilight. Allerton went over to Kimberly, and they hugged each other, making small talk, while High Strung nodded at Twilight. Allerton stopped hugging Kimberly and went over to Twilight.

"Kimberly has mentioned you quite a bit. I think you have a fan who knows a fair deal about you. She may even know stuff about you that even you didn't realise." stated Allerton in a rather soft Merseyside accent, whistling each 's', with a sly look at Kimberly.

"What's wrong with any of that? Not only is she the Princess of Friendship, but she's also a very nice pony." defended Kimberly.

Twilight sadly smiled at Kimberly, the latter who started becoming a bit panicked.

"Don't look at me like that, Twilight. I know where you came from, and how you got to where you are now!"

"That may be true, but I didn't come here to discuss the princess." stated High Strung in an upper-class accent with the very heavy implication dripping from his words that Twilight should leave now.

Twilight did leave, but stopped outside the door; her curiosity about Kimberly was rising. Even with SKALA and the janitor to contend with, part of Twilight was prepared to go back inside Kimberly's mind. She debated this with herself for a few minutes, and then decided to do so.

Casting the spell, Twilight entered Kimberly's mind. In a different place to last time, Twilight found herself in a wood-panelled corridor. She spotted an important looking door at one end and made her way towards it. When she reached it, SKALA broadcast another intrusion alarm, accompanied by several warning sirens and klaxons. Other alarms also went off, but these were quieter and didn't seem to belong to SKALA, causing Twilight to wonder if these alarms came from FVOX and VOX.

The door started to open. Two janitors came out, holding stun sticks. Twilight, desperate not to be strangled again or beaten with the stun sticks, quickly backed around a corner into something. Twilight turned around to see another humanoid. This wasn't one of Kimberly's humanoids, as this one looked like a fireman in a metal plated helmet with plates extending around the back of the neck. An elongated gas mask covered the face, and the rest of the body was covered in thick black overalls. A faded logo on the overalls read "RAVEN".

"What are you doing here?" asked the humanoid in an indeterminate voice.

"I'm looking for answers." replied Twilight.

"By your presence here, I'm afraid I can't provide them. If you cannot ask the surviving animatronics directly, then it may be something that you should not know. On behalf of RAVEN and the animatronics, I must ask you to leave."

Twilight did as she was bidden. Leaving Mrs Schrödinger's house, Twilight passed by Runemaster, whom she very discreetly asked to keep an eye on Kimberly for her. Runemaster was a bit taken back by this, as well as being concerned about Twilight's motives, but agreed to watch Kimberly for the princess.

Outside, Twilight stopped to watch the lakesponies hauling an exceedingly large and extremely dead aquatic monster out of a lake. It took about five minutes, but the deed was eventually done. The lakesponies started to catch their breath, some of them sporting serious injuries from the fight. Twilight approached one of them, a ferrypony.

"I take it this is what attacked Water-Lily." assumed Twilight.

"Aye, princess. This be it." replied the lakespony.

Considering the size of the thing, and how badly beaten up the lakesponies were, Twilight could only imagine their stamina and resolve when they were fighting the monster; even Rainbow Dash would have stopped going long before the lakesponies.

Spike, while Twilight was out, had tucked into a bowl of gems. When the door to Twilight's castle slammed shut, he immediately jumped, gems going everywhere. Twilight picked them up for him, before asking him to write a letter to Princess Celestia. She dictated her message, and Spike sent it away in a puff of smoke.

A reply was quick in returning, only reading:

_My relationship with any of the Leagues, as well as your relationship, is not up for discussion. I would advise that you do not ask them about it, either._

Twilight was predictably hacked off by this but decided against perusing any form of investigation into the Leagues, at least for the present time.

* * *

Later that week, Twilight, considering Grey Mystic's message, had not felt any repercussions of a power struggle in the shadows. She mentioned this to Kimberly when the two next met.

"Grey Mystic will be correct, sooner or later. He, as well as the other leagues, will be trying to identify and deal with this problem you face on your behalf. You, meanwhile, must continue to spread the message of friendship across Equestria." quietly assured Kimberly.

"He warned me to adapt to this new danger, but I don't even know what it is!" forced Twilight.

"Be patient, Twilight, be patient. Grey Mystic will allow as much time as possible for you to adapt to this problem when it comes."

Kimberly started talking backwards, pointing at Twilight.

"!ti enod evah dluoc enoyna ,elbirret s'tca ruoy ,yawynA !tog s'eh efil das roop a tahW !gniyas m'I taht hsibbur eht tuo erugif yllautca dna dnuora ti nrut ,siht fo gnidrocer a teg ot derehtob ohw yrtnuoc eht ni tarp eno eht gnisserdda m'I .uoy gnisserdda yllautca ton m'I tub ,uoy ta gnitniop m'I ,uoy ta gnitniop m'I"

Twilight looked on, vaguely baffled by this backwards outburst, but ignored it and carried on with her meeting with Kimberly.

* * *

The very next day, Twilight's cutie mark pulsed, indicating that the map was up to something. Running into the map room, she found Ponyville pulsing madly on the map. This caused Twilight to think deeply about what was going on, before a scream from outside brought her out of thought.

Going outside, Twilight found a cluster of ponies around something. Twilight pushed her way through them to find a dead stallion with his throat cut. He used to be nothing more than a tramp that would lend a helping hoof to those he could and had occasionally helped Twilight. Twilight forced her way out of the crowd and vomited on the ground.

When she had finished heaving, Twilight felt a nearby presence, somehow lurking unseen in the shadows of broad daylight. She looked around and saw nothing. The feeling remained, however, and Twilight started getting worried when Grey Mystic decloaked in front of her.

"The whirlwind has closed in upon you! Take my hoof!" urged Grey Mystic.

Twilight, uncertain as to what Grey Mystic would do, held it, and he whisked them away to his sanctuary. This was a pleasant place basked in golden sunlight, full of rolling hills and meadows, with a vast forest full of singing birds nearby. Twilight and Grey Mystic were standing at the edge of a lake, and Twilight could see a small settlement nearby, as well as a temple. Other ponies, like Grey Mystic, were moving around, and a floating spherical object with fins tended to gleaming gold cannons and some pylons that surrounded the settlement.

"I apologise for the sudden entrance; I hope you will forgive. You are much too important for the cause to stay there any longer. I will leave to gather your friends and bring them here. If the whirlwind enters this place, seek refuge in the temple. My kin will protect you there." Grey Mystic claimed before he teleported back to Ponyville.

Twilight was now worried about what was happening in Ponyville if Grey Mystic thought it was safer her being here.

* * *

**A/N** Now things started warming up a little bit. Please review, follow, and/or favourite, as all three serve as encouragement.


	6. Murder Investigations

**A/N** As a reference for this chapter, I run off the assumption that adult mares are three feet and two inches tall.

* * *

After delivering Twilight's friends to his sanctuary, Grey Mystic contacted Egghead and Nightwish, both of whom dropped everything they were doing to come and help. Grey Mystic showed them the body. The two other Leagues examined the body thoroughly, taking a few minutes each.

"What are your thoughts?" asked Grey Mystic.

"The cut across the throat certainly killed him. However, the motives are much to be desired. No money as such, no position of power or responsibility, nor appearing like he has any, and killing him is unlikely to cause conflict." observed Egghead.

"The knife wound is interesting, as it appears that the killer knew what to do, but was inexperienced. The possibility that screams at me is that the killer wanted to practise, and where better to do it than right under the nose of Twilight." added Nightwish.

Grey Mystic was about to leave when Kimberly came along, who saw the other Leagues. Because of the very sunny weather, Kimberly had ditched her Alice band for a boater with a pink ribbon around the crown.

"I heard about the murder. Found anything yet?" asked the animatronic.

"Nothing yet, but we have some ideas. We were going to ask those who were around here what they knew, and as you're here, we'll start with you." replied Egghead.

Kimberly's dot matrix printer started printing off a report about what she had been doing that day, going into a print tray nestled inside Kimberly's belly. Egghead heard this and smiled. Reports from Kimberly were detailed, precise, quite accurate, and free from as much bias as possible.

"You know, four Leagues in one place without prior arrangement is not a good omen. The more I think about it, the more suspicious I am about it." claimed Nightwish.

Egghead, Kimberly, and Grey Mystic nodded in agreement; Grey Mystic was glad that he'd moved Twilight to safety.

* * *

That evening, Grey Mystic had run off somewhere, as was typical for him. Egghead and Nightwish stayed in Kimberly's flat, and, as there wasn't much room left for the three animatronics overnight, they went wandering around Ponyville. Neither Egghead nor Nightwish had found out anything about the killer, and so had nothing to go on. Nightwish was frustrated at this, but kept quiet about it, while Egghead was very calm and relaxed about the lack of information, recalling several cases that had revealed little to him very early on.

Nightwish fiddled with Boo-Boo, which Kimberly had placed on top of RAVEN, who was on a chest of drawers, before she turned to Egghead.

"I'm scared, Egghead." said the crossbreed.

"What are you scared of, _ma chère_? This isn't like you." responded the Belgian detective.

"Having Kimberly in Ponyville; it's a hotspot for, let's be honest here, dangerous occurrences, and Kim is the most prone to failure and accidents out of all of us. Twilight discovering things she shouldn't know. That murdered hobo with nothing for us to go on. Grey Mystic's premonitions. I am scared, Egghead."

Egghead put a foreleg around Nightwish's neck, and they looked at each other.

"We'll work it out eventually. I can send for Ace if having him around would make you feel better." soothed Egghead.

"Ace is busy enough; don't send for him." replied Nightwish.

* * *

After a night of wandering aimlessly around Ponyville, Allerton and High Strung went back to Kimberly's flat, while the second phase unit went off to the schoolhouse. Nightwish and Egghead, the former who had had a terrible night's sleep and the latter who was now feeling refreshed, began to follow up leads from the previous day.

Going along one of Ponyville's streets, the couple saw a small gathering up ahead, and they ran to see what was going on. One of the mares from the flower shop, Daisy, if Nightwish recalled her name correctly, was dead. Her throat had been slit in the same manner as the tramp from the previous day.

Nightwish looked at Egghead, who nodded at her. Nightwish flew off, towards Canterlot, while Egghead attempted to keep those gathered around the late Daisy from leaving. He started getting into difficulty, as the other ponies present had other things to do and were walking off. They stopped, however, when Birchbeard, the Gold League, appeared.

Birchbeard was a hulking male pony and timberwolf hybrid with a scraggly moss beard and was extremely imposing. He didn't have a cutie mark, although he did have a splash of gold paint on the wood and flesh that made up his hips. He growled at the residents of Ponyville, bad breath causing several to gag.

"Obey…Egghead." growled Birchbeard in a Berlin accent, waving his front right foot around

The residents of Ponyville hastily obeyed. Birchbeard went over to Egghead.

"What brings you here, hmm?" asked Egghead, eyebrows raised.

"Viral…haemorrhagic…fever. Worse than…Filoviridae…family. In…Everfree…Forest. Could…affect…ponies. Must go…contain." Birchbeard rumbled, with much waving of his front right foot.

Egghead shook his head, gesturing towards the crowd. Birchbeard whined unhappily and then peaked up, tail wagging. He sat down and howled a single howl that cut the air in the same way that a knife wouldn't, rather, the cry was similar to a zeppelin in how it cut the air. After a few minutes, several timberwolves arrived. After much barking and growling, the timberwolves left to prevent the infection in the Everfree Forest from spreading.

* * *

Nightwish returned that afternoon with the Canterlot Royal Guard and saw Birchbeard. She smiled at him while Egghead nodded, and the hulking form of Birchbeard moved off awkwardly.

"Nice to see Birchbeard again; haven't seen him in a while." commented Nightwish, who, due to her height, looked like she was wading in a sea of Royal Guards.

"He has his lonely nomadic lifestyle. I believe that he knows something important that he cannot tell us, based on his behaviour while you were gone. I sincerely hope that it is not based on something he found in a copy of the Daily Heil." stated Egghead.

With the Royal Guard present, Egghead began taking individual ponies away from the crowd and interrogating them.

* * *

That evening, Egghead was at a loss. An entire crowd and not one member of it saw, heard, or possessed anything at all wrong. From what the ponies were saying, Daisy simply grew the cut across her throat. Egghead was now starting to feel troubled.

* * *

Over the next five days, more murders were committed, all in the same way. Each time, the murderer went for someone more important than the last; the latest victim was the mayor. On the sixth day, Grey Mystic returned to see how Egghead and Nightwish were doing. Going around Ponyville, Egghead and Nightwish explained how none of the residents saw or heard anything before the murders. What they didn't realise was that the murderer had just made a mistake: targeting Grey Mystic.

A knife zipped through the air, heading straight towards Grey Mystic's throat. It never reached the target, as the blade hit a force field around Grey Mystic. Grey Mystic turned around, saying: "Got a force field. Boo-yah!"

Several terribly large clubs were launched into the air and hit the force field, each one heavily damaging the force field. Grey Mystic scanned where they were coming from, and when he identified it as a back alley, he charged towards the source, warp blade drawn. When Grey Mystic entered the alley, a knife hit his force field, making it falter and fail. Another knife followed, almost hitting an artery in one of his legs. Several more blades followed, some hitting Grey Mystic, others missing completely or hit armour. One knife shattered the emerald on his left shoulder. Grey Mystic magically removed the blades as he ran down the alley before he spotted the murderer, who was now slinging parasols from a market stall at Grey Mystic. These were pushed aside by Grey Mystic's magic, and Grey Mystic strode after the murderer, who fled. The killer ran into a four foot and nine inches tall wall of deep and vibrant purple, only realising when he ran into it. He looked up in surprise.

"Wisely and slow, they stumble that run fast." chuckled Nightwish, as Grey Mystic approached from behind the murderer.

The killer tried to run from Nightwish, but she easily caught him with her magic. She called out to Grey Mystic.

"Can I play with him? It's only fair after he played with me and Egghead." inquired the crossbreed.

"No. I remember the last time you 'played' with a pony." responded Grey Mystic.

"Not even a little bit?"

"_No._"

Nightwish tossed the murderer effortlessly with her magic towards Grey Mystic. The killer landed painfully on his stomach, winding and slightly dazing him. The last thing the murderer saw was Grey Mystic's warp blade swinging down at him. Grey Mystic retreated to his sanctuary to heal, while Egghead and Nightwish went through the killer's belongings and followed up leads on them.

* * *

Nightwish and Egghead finished going through the assassin's possessions two days later. Most of it was unimportant, but some objects were of interest, such as a small collection of knives. Some letters were of interest as well, only because Nightwish recognised the sender's name.

"My goodness, Egghead. I can't believe it." muttered Nightwish, concerned.

"What is it?" asked Egghead.

Nightwish began her explanation. Four years earlier, she had been tasked with infiltrating a network of crime, disabling it if at all convenient, and reported to Princess Celestia personally. Some of the letters came from the deputy leader, and, from what Nightwish could gather, the network was still going strong and would be interested in re-acquiring her shortly to dispose of Celestia, Luna, and Cadence. The deputy leader wanted the murderer to take out Twilight, and any other ponies were a bonus if the killer could cause civil unrest and turn ponies upon each other.

"I understand your concern." commented Egghead, clasping Nightwish's right forehoof between both of his forehooves.

"But the worst part of it is that I think that this horrible little incident is just an appetiser." whispered Nightwish.

* * *

In Grey Mystic's sanctuary, Rainbow Dash was getting extremely restless and was constantly nagging why she had been asked to evacuate. She shut up when Grey Mystic returned, and went over to him, with the intention of bothering him rather than her friends or Grey Mystic's kin. She was almost about to speak when Grey Mystic collapsed, and Fluttershy ran over to help.

"My goodness; what happened?" inquired Fluttershy.

"I had a bit of a fight." grumbled Grey Mystic, standing up.

"Some fight." said Rainbow Dash flatly, eyeing Grey Mystic's knife wounds. "Why couldn't I be there?"

"Do you have a force field? No? Then you would be dead if you had been there." retorted Grey Mystic, silencing Rainbow Dash, who was now contemplating life and death.

Grey Mystic collapsed again, and Fluttershy went to work, nursing him as best she could. Fluttershy asked Rainbow Dash to fetch a first aid kit, but Grey Mystic stopped her, saying that there weren't any first aid kits in his sanctuary. Fluttershy then reconsidered, and then asked Rainbow Dash to fetch a very specific list of plants and herbs from the forest. Rainbow Dash sped off to do so.

Twilight, meanwhile, was walking around the temple when she heard a voice from an enclave, sounding distinctly tinny.

"Ah, Princess Twilight Sparkle. I know of you, but I do not know you. How are you?" asked a stallion in purple armour with glowing yellow eyes.

"Fine. Who's asking?" replied Twilight.

"I am Purple Armour, the voice of calm in a universe of ham."

"Fluttershy's pretty quiet, you know."

"You are supposed to be the intelligent one, and yet you cannot distinguish between calm and quiet? I suppose that even you have failed to identify the foundations of you and your friends."

"What foundations are those?"

"They are a finely crafted concept, royally commissioned and executed perfectly by the Dark Prelate. He cares about you; he is a pony that rallies his own in times of trouble as a safeguard for six very special mares. Do not squander your position, princess; you are not the only mare who had the opportunity to be the Princess of Friendship-Magic."

"Elaborate, please. Who else could have been a Princess?"

"Sunset Shimmer for one, had she not been taken by the darkness that roams the universe."

"So being Princess Celestia's personal student led me to become a princess? And who is the Dark Prelate you spoke of?"

"Yes, yes it did. As for the Dark Prelate, look around, and open your eyes. He is here amongst us."

Twilight left the temple by a side door, closing her eyes and shaking her head. She had more questions than answers after speaking to Purple Armour. In doing so, she missed Applejack and Rainbow Dash dragging Grey Mystic into the temple to give Fluttershy a better place to treat the Masters League.

* * *

**A/N** I'll let you form your own opinions about what's really going on here. Please, leave them in a review; reviews encourage me write subsequent chapters.


	7. Watching Us

Water-Lily, still in hospital, but recovering quickly, was dreaming a terrible and horrendous dream. She was swimming in a lake, with fire on all sides. The whole sky glowed red. Wounded ponies were on land and in the water, some burning. Dead ponies were everywhere. Some of the wounded and unscathed started swimming towards Water-Lily, hoping for a rescue. There was no hope of such a thing. Water-Lily was unable to swim away, all exits from the lake blocked. The lakespony did the only thing she could with fire around: she dived. Underwater, she felt the jaws of a large fish close around her.

Water-Lily hurriedly woke up, feeling far too warm without the ability to sweat. Her gills also felt far too sticky, so she called one of the nurses over, who began tending to the lakespony.

* * *

In Grey Mystic's sanctuary, Twilight was deep within the temple, looking for Purple Armour. She spotted a door on the right and went towards it, but was stopped by Grey Mystic before she could open it.

"Opening that door will have unforeseen consequences for us all, Princess. You must not so much as touch it." said Grey Mystic.

"What sort of consequences might occur?" asked Twilight.

Grey Mystic shrugged.

"Even I am uncertain as to what they could be. I have been…" Grey Mystic started, before Twilight interrupted him.

"I'm looking for Purple Armour. He mentioned a Dark Prelate, and I'm looking for it."

"There are several Dark Prelates. Both Purple Armour and I hold that rank, and there are others. Which one do you seek?"

"The one with a royal commission."

"That is something to discuss at a later time. There are more important things at hand."

With that, Grey Mystic led Twilight out of the temple.

Outside, Grey Mystic told Twilight that he had been contemplating and meditating on what was happening in Equestria. Unfortunately, he could not see a future for Equestria as it stood.

"What do you mean?" asked Twilight.

"Equestria will change very shortly. As there are those who will change ponies, and as ponies make up the country, any change in the ponies reflects upon the country. Indeed, the country has changed slightly, but bigger changes are coming; I could feel the changes coming in the air itself." replied Grey Mystic.

"No chance of going home?" asked Rainbow Dash, butting into the conversation.

"No, not just yet. Do not argue; if you had been there over the last few days, at least one of you would be dead. Indeed, if we had not dealt with a murderer, Twilight would have died if she had stayed behind."

"What's going to change Equestria?" asked Twilight.

"Darkness. Old villains have returned, but they have grouped together. Harmony is nothing to them, hence why you need to change." responded Grey Mystic.

Later that day, Twilight was deep inside the temple, looking for Grey Mystic. As she passed the same door the Masters League stopped her from going through, he telepathically said to the princess: "Please do not disturb me. I am soaking in the waves of infinite knowledge and divine providence. I will seek you when I am finished."

* * *

The next day, Grey Mystic teleported into Canterlot with several of his kin. They barged into a private meeting of Celestia's, and Grey Mystic announced that he had bad news for Celestia. The Princess of the Sun adjourned her meeting.

"Princess, Tambelon is coming back." said Grey Mystic.

"When? Where?" questioned Celestia.

"It will return very soon. From what I can determine, it will reappear between here and Ponyville, about a mile from the latter."

"Is there anything I can do?"

"No. We will deal with it when it comes."

* * *

Back in Ponyville, Kimberly was tidying up the schoolhouse with Cheerilee after the school day had finished. They were briefly discussing what they would do the following day and were starting to enjoy each other's company quite a bit. When the two mares had finished, they left the school, Cheerilee locking the door behind her. They said their goodbyes and headed homewards.

When Kimberly got back to Mrs Schrödinger's house, she went inside. Mrs Schrödinger was there, doing a bit of cleaning. The landlady stopped when she heard Kimberly close the door.

"Ah, Kimberly. You had a few visitors come about ten minutes ago. I told them that you wouldn't be long, and let them into your flat." said Mrs Schrödinger in her very soothing grandmotherly voice.

"Thank you very much, Mrs S.!" responded Kimberly, enthusiastically.

The animatronic went upstairs to her attic flat and found her visitors, the three latest animatronics. Luminescence was the phase three female and a yellow unicorn with green eyes and a purple mane and tail. Her cutie mark was a torch. Black Market was the phase three male and a reddish brown pegasus with beady grey eyes and a black mane, pencil moustache and tail. He wore a fedora and a long-coat and was sitting down, smoking a cigar. He had diastema, with a quarter of an inch between his front teeth, and his cutie mark was a white zero with a large suitcase as an overlay. Dawn Mist was the phase four unit, a female. She was a blue lakespony with purple eyes hidden behind rose tinted glasses and had a red, yellow, and grey striped mane. Her identification mark was a large white fish.

"Afternoon all, hope you're all well. What are you here for?" asked Kimberly.

"Lucky died of a heart attack a couple of nights ago. We only found out yesterday." replied Black Market in an East Sussex accent.

Because of Black Market's scheming, cunning, and rather devious nature, although only as far as common sense and necessity allowed, Kimberly raised her left eyebrow at Luminescence. The yellow unicorn nodded.

"He managed to get Dawn Mist finished, about three months ago. The phase four male hasn't been completed, though." added Luminescence.

"So Lucky managed to get decent waterproofing then?" asked Kimberly, looking at Dawn Mist.

"Don't even think about asking for a retrofit; it was specially made Dawn Mist, considering where she was designed to go. But waterproofing wasn't what you needed when Vulcan went up; fireproofing would have been more appropriate." sneered Black Market.

Kimberly's face fell. Dawn glared at Black Market, whom she knew was afraid of her because of her strength, demonstrated when she easily tackled and wrestled him to the ground the previous month for insolence. Black Market forced a chuckle.

"Move it, Black Market, old boy." said Dawn, in a clear, soft tone and a politically correct English accent, but her words were hard.

"Er, only a game, you understand, Dawn..." Black Market fumbled for words.

"I know all about your games, Black Market. Beat it. And take your filthy cigar with you."

"Oh, I'm going to. Don't worry!"

Black Market slid out the room, clutching a suitcase.

"What's going to happen to the eighth unit?" asked Kimberly.

"Black Market and I are going up to Lucky's workshop the end of this week, sweetheart. We'll see how far Lucky got with the eighth unit and if it can be finished." answered Dawn.

"As for Lucky's funeral, it will be next Saturday. He's being buried near his workshop." commented Luminescence.

Kimberly nodded and said that she would pass the message on to Allerton and High Strung, who were out visiting various villagers, and she try to attend Lucky's funeral. Luminescence and Dawn took their leave, having to drag Black Market, who was trying to sell Mrs Schrödinger some of his wares, away so that they would catch their overnight train to Lucky's workshop.

Kimberly, now alone, wondered what the lakesponies would think of Dawn Mist. Admittedly, Water-Lily's family had been accepting the lakespony's friendship with the phase two unit, but what would they think of an animatronic that resembled one of their kind? And, as they referred to themselves as _Unterseenponys_ and to the animatronics as _Elektroponys_, how would they refer to Dawn? Would they combine these two words to form _Unterseenelektropony_? Kimberly didn't know, nor was she able to work it out.

Suddenly, Kimberly had a thought. She'd introduce Dawn to Water-Lily.

* * *

On his way to the train station with Luminescence and Dawn, Black Market briefly glimpsed a scene down a side street that the two females hadn't seen. He stopped and walked backwards to get a better look. Luminescence and Dawn stopped to watch him. Black Market looked on as Diamond Tiara and Silver Spoon bullied the Cutie Mark Crusaders, and was able to overhear that the bullies were having a sleepover. Black Market formulated a plan and told the two females to go on without him. Black Market chuckled darkly and began to stalk Diamond Tiara and Silver Spoon.

Kimberly was unable to catch Dawn Mist before she boarded her train, despite the latter being slowed by Black Market. She mumbled incoherently in Welsh and started homewards. Grey Mystic appeared, and collected her for the monthly Leagues meeting, held in Grey Mystic's sanctuary.

* * *

In one of the side rooms in the temple, the Leagues were gathered, including Birchbeard, who had skipped the meetings for the last fifteen months for a variety of reasons. Ace had finished detailing his activities for the last month, consisting of test operations and daring rescues, and what he intended to do in the following month, which was almost the same except for a slightly different balance between rescuing and testing.

Grey Mystic then took his turn.

"Fellow Leagues, I will use this opportunity to make clear that I am…concerned. I see nothing but darkness when I attempt to use foresight, and, combined with my previous predictions of gloom around this point in time, you can appreciate my position. With the withdrawal of our subtle support from a particular group, things have taken a worse swing. I am only glad we had removed our support before it became evident. Kimberly is keeping an eye on them for us, however."

"May…I…interject?" questioned Birchbeard.

Grey Mystic nodded.

"Feel…we…are…watched."

"_Mais oui_, Nightwish and I had that feeling. And then, two days ago, we found evidence of all six Leagues being watched." added Egghead.

"Who's watching the watcher?" muttered Kimberly.

"Ponies that we need to locate, and fast. Somepony, or indeed, someponies, with bad intentions may be watching or going after them." answered Nightwish.

* * *

In Ponyville, Black Market had followed Diamond Tiara and Silver Spoon to Diamond Tiara's house. He waited until dark before he slipped inside. Quietly moving around, he slipped a concoction into the drinks of Filthy Rich and his wife and stowed himself away until he could hear them sleeping heavily.

Black Market made a few preparations for the next couple of hours. He removed his coat, hat, and pelt to expose his black plastic under-layer, leaving his belongings in a cupboard. He then changed his eye colour to red, inserted fake teeth rimmed with blood into his mouth, and adjusted his voice box to make his voice sound demonic and several octaves lower.

Black Market searched for a fuse box and found it under the stairs before he killed all the lighting circuits. Now he could extract some form of reparations for the Cutie Mark Crusaders from Diamond Tiara and Silver Spoon. He laughed evilly, the sound echoing through the house.

* * *

**A/N** Things are certainly getting interesting.


	8. After the Meeting

After the Leagues' meeting, Kimberly sought out and handed Twilight a printout from her dot matrix printer. Twilight wasn't expecting this, and the animatronic went elsewhere. Twilight put the printout away and followed Kimberly. Twilight found some of the Leagues having refreshments.

Birchbeard was gnawing on a bone to get at the marrowbone jelly inside, while Ace was drinking tea from a thermos and eating a couple of Rich Tea biscuits. Nightwish was drinking black decaffeinated coffee without sugar, and Egghead was the most interesting of all drinking hot chocolate and eating an omelette at a table with a red and white chequered tablecloth. Twilight stared at him as he delicately ate his omelette and then sipped daintily from his hot chocolate. Nightwish quietly moved beside Twilight.

"He's quite a sight, isn't he?" asked the crossbreed.

Twilight looked up at Nightwish.

"He is. Even Rarity doesn't go to the extremes that Egghead goes to when eating. He's just so…precise."

"Order and method!" stated Egghead, boldly.

Nightwish nodded and gulped down the rest of her coffee. She then took out a large pen-like object from nowhere and stabbed herself in the stomach. Twilight looked at the tall shapeshifter as if she was insane. Nightwish removed the pen from her belly, and put it away somewhere, presumably from where she took it.

"I'm diabetic." said Nightwish flatly, ingesting some amphetamines. "I have a variety of medical conditions because of my mixed heritage. Some of them aren't pretty."

"Unlike you." interjected Egghead.

"It is the misfortune of small, precise stallions always to hanker after large mares like myself, especially the flamboyant ones. Egghead has never been able to rid himself of the fatal fascination that I hold for him. I think I'm a bit of a monster, to tell you the truth." muttered Nightwish discretely to Twilight.

"Just don't give Nightwish any orange juice; it's like a Class A drug to her. I don't even want to think about the last time she had some." commented Kimberly.

Nightwish gave Kim a pleading look. Egghead rolled his eyes and scoffed as if to say "Not again.", Grey Mystic scowled, and Ace gave a forced grin which stated that Kim had mucked up yet again. Birchbeard faceplanted.

"Set off…cravings…again. You…idiot." riled Birchbeard.

Kimberly's face froze in contemplation for a few seconds before the animatronic facehooved.

* * *

About half an hour later, Kimberly found Nightwish in a secluded spot with five empty cartons of orange juice, and about to start drinking from a sixth. Nightwish's belly had swollen to that of a mare several months pregnant, and wobbling like a bowl of jelly.

"That's enough, Nightwish. You're probably drunk on that stuff already," commanded Kimberly.

Nightwish hiccupped, making the crossbreed sway slightly and made her belly wobble even more.

"Just…give yourself another jab of insulin. I'll inform Grey about this after I've taken you somewhere to sleep that lot off." continued Kimberly.

* * *

Grey Mystic took Kimberly's message and then disappeared in a cloud of smoke to Ponyville. Out of concern about the future, he recalled what Kimberly had said about High Strung. The phase one animatronic was easy to find, and Grey Mystic approached him. Allerton was with him.

"I have a task for you to do." said Grey Mystic.

"Who, _me_? Isn't it a task for that Bronze League of yours?" replied High Strung snobbily.

"No, for she does not have a miniature Duga 4 array, unlike you."

"You expect me to use the _Woodpecker_?" High Strung asked indignantly.

"Yes, I do. You have the only over-the-horizon radar in the area. This town needs it to tell when and where a fort arrives."

"This town can burn for all I care."

"I'll burn you if you don't move. Twilight Sparkle's castle has several good vantage points. When that fort arrives, evacuate the town."

"Do I have to work for that motley crew?" asked High Strung rhetorically, moving in the direction of Twilight's castle.

"He's more trouble than he's worth, and that's not much. Even the other surviving male animatronic, a blimmin' spiv, isn't as much as a pain in the neck compared to High Strung." commented Allerton.

"He will burn, but through no action of mine."

"How?"

Grey Mystic looked at Allerton, and slowly tilted his head.

"That is something that I will mention closer to the time."

* * *

Twilight took a break in activity to read Kimberly's printout.

_Twilight,_

_If you wanted to know what I'm up to, why didn't you ask me? Why did you feel inclined to poke around the corners of my electronic mind, and set Runemaster to spy on me for you? I would have told you what I'm doing if you'd asked._

_Now, to set my record with you straight, Poniton was real. While you were dealing with the bandits, Grey Mystic came to me. He made it clear that he had been involved with your upbringing, although he didn't specify how much he was involved, but did say he encouraged Celestia to take on a student. He stated that the Leagues were removing support from you and your friends, and he is the only one I am aware of who knows precisely how far that support went and what it included. Not even our brilliant (and rather conceited) detective could find out any information about either, which is driving him crazy. Grey Mystic also said that he wanted me to keep an eye on you, to see how you were doing without us, and to call for aid should it be required. His final quote was "It's just an illusion.". You can make of it what you will.  
_

_Kimberly_

Hearing noises nearby, Twilight decided to investigate. Nightwish had just woken up, and she had a sugar-induced hangover. She dryly heaved from her spot on the ground and muttered that she wanted to die. Egghead rubbed her affectionately on the back before he went to get something. Nightwish heaved again, this time bring up part of which she had in her stomach and spreading it over the ground in front of her. The foul smell hit Twilight instantly, who gagged. Nightwish kept heaving for the next few minutes, completely emptying her stomach. Egghead returned and waited until Nightwish to finish heaving before he passed her a cup of peppermint tea to wash away the taste of her bile.

* * *

Late that night, well after midnight, Kimberly returned to her flat. Allerton and High Strung were both there, with the latter complaining about having to use his radar and the former who had picked the interference on her radio and wished the complaints to stop. When Kimberly walked in, High Strung glared at her.

"You're back then." grumbled High Strung moodily.

"High Stung, please stop your complaining. I doubt that anybody apart from you wants to hear it." groaned Allerton.

"What happened?" asked Kimberly.

"Grey Mystic asked High Strung to use his Woodpecker." replied Allerton.

"That explains the bad mood."

"I need to charge; I've spent far too much time in here already." mumbled High Strung, waltzing out the door and putting on a top hat and monocle in the process.

Outside, High Strung laid out his photosensitive panels on the ground. Unlike the later units, the phase one units did not have these panels integrated into their body; rather they existed as separate entities carried in slots in the belly and accessed through a flap in the pelt.

High Strung looked around himself. It was a cold night, judging by the temperature of the air passing through his ventilation intake, and other ponies were inside. High Strung pulled out a pipe, lit it, and stuck it in his mouth. It was a small but extremely fancy pipe that Vulcan had given High Strung in a random act of generosity. High Strung looked towards Canterlot and saw lights. These weren't the lights of Canterlot, as they were much too close to Ponyville and low down.

A large group of lights was moving to Ponyville, and they did not look friendly one bit. High Strung, like Kimberly and the other animatronics, did not want other ponies to know about his electromechanical nature but realised that he needed to warn the residents of Ponyville quickly. VOX determined a suitable alarm, a quick whooping one, and High Strung, with a slight hesitation, played it on a loop as loudly as he could for about twenty seconds. This was enough to rouse the residents of Ponyville to the approaching danger.

* * *

This effort by High Strung wasn't enough. A significant portion of Ponyville ended up being enslaved, with Mrs Schrödinger's house avoided like the plague. Those captured were transported to Tambelon, which was responsible for the lights on the horizon. The hospital was taken, but the patients and staff were not removed from it or otherwise harassed, with a guard placed in and around the building. Grogar, ruler of Tambelon, having learnt from previous mistakes, heavily clipped the wings of the pegasi and inhibited the use of magic from the unicorns.

Allerton stopped staring from the window in the attic. Runemaster, Kimberly, Mrs Schrödinger, and the few Ponyville residents who had taken refuge in Mrs Schrödinger's house were present with her. High Strung was a solid lump on the floor, in sleep mode to conserve what little power he had left.

"Why did they avoid us?" questioned the eldest animatronic.

"Payment for one month's rent was a set of runes that let no evil enter the house in any form or by any means." replied Runemaster.

"Couldn't you have made those runes cover the whole of Ponyville?"

"Money wasn't good enough."

This answer got glares from the assorted residents of Ponyville.

"But why was the hospital spared? Were you involved with that?"

Runemaster shook his head.

"Nah, I wasn't involved with that."

From the stairs, the sound of the Flash Harry theme reached the ears of those gathered. Allerton and Kimberly exchanged concerned glances as the music stopped and Black Market strode in with Water-Lily beside him.

"'Allo, 'allo, 'allo. What's all this about then? What's going on?" asked Black Market with a hint of a smirk playing on his lips.

Allerton quickly explained the situation, before Kimberly started asking questions about what Black Market thought he was playing at by staying in Ponyville, and why Water-Lily was out of the hospital. Black Market replied that he was attending to "business", which chilled the two female animatronics, and Water-Lily said that she had been discharged from hospital that afternoon and had been resting submerged in the river upstream of the Ponyville Coal Depot.

"What do we do now, mares and gentlecolts?" asked Allerton.

"Like what, dummy? There's nothing we can do right now, so sit back and watch until morning." answered Black Market.

The others nodded in agreement; waiting until morning seemed like a good idea. Kimberly was worried that they might be running out of time, but she knew that Grey Mystic and his kin would come as soon as they heard what had happened. But above all else that was happening, she wanted some time and space to mourn the death of Lucky, her creator.

* * *

**A/N** If you're still reading this, my appreciations to you; at the time of writing, I can count the number of views for chapter seven on my left hand alone, and it would be lovely if there were more. Anyway, reviews are great (and always are) if you're so inclined to write one.


	9. Attack on Tambelon

Around four o'clock in the morning, Grey Mystic had received reports that Tambelon had returned. He roused his kin, all of whom had expected this. Twilight and her friends were awokened also, and Grey Mystic confronted them personally.

"The legendary Tambelon has returned. My kin and I will sally forth and attempt to defeat Grogar, the ruler of the fort-city and a ram. Meanwhile, I request that you stay here, as the likelihood that you are killed or cast into the Realm of Darkness is very high. The Gold League, Birchbeard, has been delegated responsibility for you six, while Purple Armour is responsible for the defence of this place." said the Masters League.

"We'll stay here all right, but when this is over, I'm going home." replied Rainbow Dash.

"Yes, you have been kept here for too long."

Grey Mystic walked off and began warping off to Ponyville, as did his kin.

* * *

In Mrs Schrödinger's house, Black Market had been flogging off his "essential supplies" to those he could, while Kimberly, sitting next to Allerton, had done a quick head-count. Excluding the animatronics, Mrs Schrödinger, and Runemaster, there were five ponies present. Mrs Schrödinger had taken her deceased husband's Mannlicher M1895 rifle from a cupboard downstairs and was sitting quietly in a corner with it.

For the last few minutes, Fire Chief, a large earth pony stallion with a blood red body colour and uneven white stripes along his back, had been looking at Kimberly strangely. He eventually spoke to her in a Cockney accent.

"You look very familiar to a mare I saw in Black Grass a few years ago."

Black Market and Allerton snapped their heads to look at Kimberly.

"I was there then, but I'd appreciate it if we could discuss that later." answered Kimberly.

Fire Chief nodded and was silent. Runemaster asked Fire Chief if it involved the stallion who spontaneously combusted, scattering himself over a wide area and killing at least thirty-one ponies, and this lead to a very heated discussion. Allerton very quietly murmured that Vulcan got all the attention and that no one paid any attention to the rest of the animatronics. Kimberly muttered equally quietly in response that, should Allerton be referencing her seizure from before Vulcan's accident, the _Komitet_ and the _Institut_ had done a good job of keeping it secret.

At this point, Grey Mystic and his kin began warping into Ponyville through Kimberly's wardrobe. Grey Mystic apologised for the delay in his arrival and the intrusion into Mrs Schrödinger's house. He gave an extremely disapproving look to Kimberly, and galloped out the door, cloaking as he did so. Kimberly slumped moodily to the ground. Allerton tilted her head to the right as she looked at Kimberly.

"You alright, Kim?" asked the eldest animatronic.

"_Cer i grafu_. You wouldn't know anything about it, Alli." replied the younger female.

"You're right; I don't. And I'll tell you something: if you're going to be like that, I'm glad that I don't know."

Allerton paused, before she spoke again, barely audible.

"You're almost as bad as when SKALA had that thing with Nikolai and Anatoly." whispered Allerton.

"That was different, and a long time ago." growled Kimberly.

Meanwhile, the conversation in the room had moved away from explosions.

"Whatever happened to the hippocampi? I know their numbers were dwindling some years back, but what came of them?" asked Runemaster.

"Dead, every latht one dead. Good riddanthe to them, invading bruteth. Do you know what the latht hippocamputh thaid jutht before he died?" questioned Water-Lily.

"No."

Water-Lily clutched her chest.

"AAAAGGGHHHH!"

"What did they do?" asked Fire Chief.

Water-Lily detailed that the hippocampi had violated and invaded lakespony territory for unknown reasons. The lakesponies tried all diplomatic methods, and even asked Celestia to intervene, but to no effect: the hippocampi continued to invade. The lakesponies then fought back, a fight between the glass cannons that were the vastly more numerous hippocampi and the mighty glaciers of lakespony decent.

Hippocampi were not reluctant to take and mistreat prisoners, and Water-Lily experienced this for herself first-hand as the six-year-old prisoner number 1939, a number still tattooed on the left side of her neck underneath her mane. Conditions for detainees weren't pleasant. There was mental and physical abuse, torture, starvation, slave labour, outright murder of prisoners, experimentation, and other atrocities that Water-Lily didn't feel comfortable talking about.

Eventually, the hippocampi were eradicated, as it was the only thing that would stop them from continuing their attacks, something that shouldn't have been necessary.

* * *

Moving unseen through the streets of Ponyville, Grey Mystic and his kin obliterated all foes they came across with warp blades and scythes, often decapitating their opponents or amputating their feet and leaving them to bleed to death. Some of Grogar's invading forces were smart in that, when someone in their group suddenly died without warning, they started making a lot of noise to draw attention to the fact and began swiping the area in front of them with a staff. These intelligent opponents were quickly taken out before the cloaked ponies moved onto dumber enemies, which were vastly more plentiful.

Grey Mystic's group was helped in part by a group of uncivilised ponies running around with swords and muskets, led by a very unimpressed looking stallion in an armour-plated overcoat with a very French moustache and some sort of steam-powered weapon on his back, who came from the direction of the hospital. A dark green and earth coloured unicorn stallion was with them, the eyes of whom twinkled in the moonlight, and had been helping as he could, causing a variety of different explosions. Grey Mystic suggested that the uncivilised assaulted the front gate without getting themselves caught.

At the walls of Tambelon, the cloaked ponies searched for an opening into the fort-city. When a small passageway was found, they slipped through. Once inside, Grey Mystic split his men into two groups: one to locate and release the prisoners, the other team, if needed, to disable and kill Grogar and his assistant, Bray. Grey Mystic headed the latter group.

* * *

In Grey Mystic's sanctuary, Twilight was curious about what Grey Mystic had been doing about her for the last few years. Recalling her previous conversation with Purple Armour, she decided that he might be a good source of information. However, he was nowhere to be seen. Regardless, Twilight tried her mind-entering spell. This presented her with an image of Purple Armour in a yellow room.

"My mind is my own." calmly stated Purple Armour before he kicked Twilight out of his head.

Twilight was slightly dazed by this and had just recovered when Purple Armour arrived, with a demanding expression etched on his helmet.

"I just wanted to understand what…" started Twilight.

"You understand little. I know you tried that spell on the Bronze League. Be careful, Twilight Sparkle; the Black Grass animatronics can't solve everything. Glasnost may be upon us, but it's not without enemies. There will be victims on both sides. Be seeing you around." replied Purple Armour, with the penultimate sentence drawn out.

Purple Armour stalked off, and Twilight slumped down in defeat.

* * *

Slipping past all the guards of Tambelon, Grey Mystic's group headed towards the throne room, where they discovered that Grogar had been using the magical power from the Ponyville residents in his possession and amplifying it to his needs. They also found that Grogar had commenced a spell that would send Tambelon and all within it back to the Realm of Darkness within the next half an hour, which would coincide with daybreak.

Grogar himself was not in the throne-room, but on the balcony, where the demonic ram stood with an air of triumph and satisfaction with his latest blitzkrieg. Grey Mystic, noticing that Grogar had the upper ground, decided to remove that advantage from him by making several loud noises for Grogar to investigate, who did so. The cloaked ponies attacked en masse with blade and scythe, until Grogar lay dead on the floor, bodily fluids seeping out of him and onto the stones beneath him. Grogar had done his best to fight back, but it was difficult for him to kill his opponents when he couldn't see them, and they used force-fields.

Grey Mystic's group took a few moments to recover and then went to join the other team in the dungeons. Along the way, the cloaked ponies passed the broken gates, destroyed in an explosion, and the bodies of the dead. Some of these were guards; fewer belonged to the ponies who had been tasked with attacking the gates.

Several explosions made the ground tremble before a colossal detonation caused the side of a building and the street beside it to crumble away into dust. The cloaked ponies stood aside, as the fleeing residents of Ponyville trampled through, not seeing the ones standing beside them.

Once the residents of Ponyville, as well as those who had assaulted the gate, were out of Tambelon, Grey Mystic and his kin followed them. Although the fort-city didn't disappear immediately after the last pony exited the walls, it did disappear shortly afterwards, back to the Realm of Darkness.

Grey Mystic made sure that the Ponyville residents were safe after their ordeal, and then went to Mrs Schrödinger's house and told those inside about the positive outcome. He then went back to his sanctuary and returned the Mane Six home.

* * *

That afternoon, after the black fog that had been slowly covering Grey Mystic's foresight lifted, he visited Twilight. Grogar was not the only villain who had returned. Two others had also returned, as well as some studio executives, Scottish gnomes, and aggressive sentient trees. Although he wasn't sure of their locations or when they would attack, Grey Mystic warned Twilight to be careful and to avoid going into any forests. Grey Mystic also mentioned that some bipedal electronic toys were going to be manufactured shortly, and these toys should be avoided at all costs.

* * *

Fluttershy was tending to her animals, most of which seemed glad to see her after her extended leave of absence. Some, however, were behaving strangely. Their eyes were sunken and black, and their bodies were covered in huge bruises. They also seemed terribly sick, dying even, so Fluttershy carried them carefully to the Ponyville veterinary. Along the way, one of the rabbits coughed up blood, some of it going into Fluttershy's eye, which was blinked away with the pegasus caring nothing for her own health. It was a decision she would later regret.

* * *

That evening, Egghead visited Kimberly.

"Comment ca va, monsieur Egghead? Vous semblez très suffisant." commented Kimberly

"Oui, oui, mademoiselle Gwenant. Mon profil du caractère de M. Mystic était correct. For him, he was obliged to make records about what he was doing, due to the codes of his kind. It was merely about getting access to the Dark Archives, hardly an easy and pleasant task, with the help of M. Ace to determine what _la Ligue de Maître_ has done to Princess Twilight." was the reply from Egghead.

"What was that, exactly?"

Egghead told her precisely what Grey Mystic had been doing.

"He did what?" exclaimed Kimberly.

"I am utterly serious. He had arranged everything perfectly, rallying his kin in case his plans failed, and has used the little grey cells to good effect, keeping his work obscure for as long as this. Even Princess Celestia does not know what he has done." Egghead stressed.

"I'm going to double encrypt that information. But let's keep quiet about this; it could destroy Twilight and her friends."

"Of that, there is no doubt. _Je sais maintenant pourquoi M. Mystic était si secret._"

"SKALA and I now know why as well, Egghead. It's not a bad idea, especially in this case."

* * *

**A/N** The literal translation of 'cer i grafu' from Welsh to English is 'go and scratch', and means 'get lost'. 'Vous semblez très suffisant' translates from French as 'you look very smug', while 'Je sais maintenant pourquoi M. Mystic était si secret' translates as 'I know now why Mr Mystic was so secretive". You should be able to work out the rest of the foreign language without my input. Also, to make things clear, Kimberly's second name is Gwenant. By the way, I've uploaded a picture of Kim onto DeviantArt (link to my DA profile in my profile here). As always, please review - they mean so much.


	10. A Funeral and an Attack

By the time Fluttershy had reached the veterinary, she was beginning to feel dizzy and disorientated. Her tongue was starting to swell. By the time she left the veterinarian, Fluttershy was feeling tired and weak, and was suffering from a fever, muscular pain, joint pain, a headache, and a sore throat, not to mention the fact that she was vomiting, to which the veterinarian suggested that she see a doctor.

By the time she had reached the hospital, Fluttershy's skin was blackening and was starting to detach from her muscles, which in turn were separating from the bones. By this point, the virus in her body had begun to grotesquely transform her DNA. After a rapid admission to the emergency ward, Fluttershy began to suffer from heavy diarrhoea and started being treated by doctors with an almost brutal immediacy. She would fight for survival for the next fourteen days in the intensive care ward of the hospital.

Nopony except the doctors was allowed access, not even Fluttershy's friends.

* * *

During this fortnight, which had a terrible effect on Fluttershy's friends, Kimberly and the phase one animatronics went north for Lucky's funeral in the town of Black Grass. They arrived a few hours before the service and found the phase three and four units. They were with Lucky's second youngest niece, Copper Glow, an aqua coloured unicorn mare with an anorexic body type similar to that of Kimberly. She had a red horn, blue eyes, and a red mane and tail with gold streaks. Red wings were on her flanks. Copper Glow looked sadly at the three eldest animatronics.

"What's wrong? Was it something that I did?" asked Kimberly.

"In this case, no. It concerns what happened with Vulcan. Apparently, the Institute wanted to stop all work on the new Black Grass animatronics halted after Vulcan rapidly and unexpectedly disassembled himself over a wide area. Lucky, being himself, said something along the lines of 'over my dead body', so now that he's dead, the Institute want Luminescence, Black Market, and Dawn decommissioned by the end of the month so that they can be dismantled." replied Copper in a Cheshire accent.

"What about us?" asked High Strung in a pretentious way.

"For the moment, the Institute hasn't specified what to do with you and the eldest two girls, High Strung. I'll take over from Lucky as regards doing your annual maintenance cycle, but besides that, I don't know what to do. That reminds me, Kimberly - your scheduled maintenance is overdue, and I need to see you after the funeral."

High Strung snorted in mild satisfaction, unaware that he had a year to live, and Kimberly agreed to see Copper after the funeral. Luminescence and Dawn Mist had accepted their almost immediate fate while Black Market was having none of his. There was profit to make, essential supplies to distribute, deviousness to be had. He formulated a plan to escape being decommissioned and dismantled.

Taking the moment of silence, High Strung presented Copper Glow with a bouquet of flowers, which she graciously accepted.

* * *

Kimberly was glad to get back to Ponyville. Allerton and High Strung had returned to their own homes, Black Market had disappeared, while the other two animatronics remained in Black Grass. Kimberly found the funeral a bit dry, stiff, and far too formal for her liking, but felt great sadness, not only because of Lucky's death but also because of the impending decommissioning of the phase three and four animatronics. In her flat, she removed her pelt and started washing it with saffron shampoo, which Nightwish had recommended.

Kimberly heard the window banging closed, and quickly turned around. A ghostly alicorn figure with a body type identical to hers was there. Kimberly noticed and recognised the mark on his flank, a set of spanners.

"Vulcan?" asked Kimberly curiously.

Vulcan's machine spirit moved into Boo-Boo and possessed the teddy bear. He spoke with a voice that sounded just like that of Patrick Allen.

"Yes, it is me. Kimberly, there is much we need to discuss, but you need to start creating a safe room here as the runes covering the house aren't good enough."

"I have but one question: do I need to start now, or can I finish washing my pelt?"

* * *

That evening, Twilight was walking back to her castle after unsuccessfully trying to see Fluttershy in the hospital. She'd seen some electronic bipedal toys in the toy shop the previous afternoon, and they had mysteriously vanished that morning. Twilight wondered if these were the toys that Grey Mystic had mentioned the last week.

When Twilight was passing the hardware shop, she heard indeterminate voices and revving noises. She stopped and looked in bewilderment before an enormous explosion tore off the side of the hardware store. She covered her eyes briefly, and when she looked at the hardware shop again, several small vehicles being piloted by the missing toys emerged to the sound of Edwin Starr's 'War'. Due to the wide variety of weapons on the vehicles, including chainsaws and nail guns, Twilight immediately teleported back to her castle. The small vehicles and their diminutive drivers left Ponyville.

* * *

The toys returned later that night with even more toys raided from the factories and depots, as well as more vehicles. They killed at random, took prisoners, and destroyed entire buildings. Twilight was in her castle, which was under siege. No matter what she tried, she was unable to call upon her magic to defeat the toys, which she thought might have been caused by a magic-cancelling device.

Flaming tennis balls, nails, exploding missiles and other flying objects were hurled at the castle, causing massive damage. Hearing something behind her, Twilight found that some of the toys had entered the castle, and were going to attack her from behind. Twilight ran onto a balcony, where a brief hail of nails greeted her. Twilight quickly ducked behind a parapet.

When screams came from inside the castle, Twilight began moving towards the door before a Cockney voice from above arrested her.

"Don't be a fool, Twilight! Get outta there!" shouted Black Market.

Twilight looked up at Black Market and immediately thought his head looked like the one that a clone of Pinkie Pie maded when the earth pony had used the Mirror Pool.

"But there's somepony who needs help!" replied Twilight.

Black Market dodged a couple of tennis balls, making his tie, so loud it almost glowed, sway violently from side to side.

"He's got himself into this! Leave him!"

Twilight went back inside anyway, and returned, dragging out a pegasus. Black Market was still waiting for Twilight. The pegasus that Twilight saved thanked her and flew off in a random direction. Twilight took to the air.

"Get to Kim! You'll be safe there!" shouted Black Market as he used his briefcase as a shield against a storm of nails.

Twilight flew on while Black Market tried to direct the fire coming from the toys away from the princess. Twilight arrived safely at Mrs Schrödinger's house and entered through the attic window. Away from the castle, the toys were few in number, and this was something that relieved Twilight.

Along with Twilight, the same group of ponies that was present during Tambelon's reappearance was there, except Water-Lily, Allerton and High Strung. Twilight noticed the smell of saffron in the air and asked what it was, to which Kimberly laid claim, stating that, despite her aquaphobia, she still needed to clean herself.

"Duck and cover!" shouted Fire Chief, who was looking out the window.

Moments afterwards, Black Market crashed through the window, his long coat on fire, and collided with Kimberly. The tangled lump skidded across the floor and came to rest against the wall. Fire Chief, acting quickly, pulled a foam fire extinguisher, which was labelled as a hand grenade, out of nowhere and doused the flames. Black Market and Kimberly painfully separated themselves.

"Ugh. I think I broke something." muttered Kimberly.

"You're well built. Huh, better than I am, anyway." retorted Black Market.

Twilight had a puzzled look on her face. Kimberly noticed this.

"Imagine fifty-eight and a half kilos of strong plastic crashing into seventy-four kilos of steel."

Twilight slowly realised that Black Market was another animatronic, while Vulcan, who was still possessing Boo-Boo, coughed back a bad remark about the younger male animatronic. Nopony present questioned this.

Looking out the window, Fire Chief saw that the toys had arrived, and had surrounded the house. After a few seconds, the toys began blaring the Spice Girls' 'Wannabe' from a powerful sound system.

"What are they doing?" asked Kimberly.

"Psychological warfare." stated Vulcan.

Twilight knew that this was going to be a long night.

"Anyone got any good ideas?" inquired Kimberly.

Fire Chief, recalling the Mannlicher M1895 that Mrs Schrödinger had, turned to Black Market and asked him if he had any guns. Before Black Market could answer, a swarm of nails flew through the window, causing all the ponies in the room to drop to the floor.

Black Market denied having any guns on him, but knew where to get some, and said that he had several varieties of rocks and minerals that could be chucked out the window as an alternative.

"What rocks are those?" asked Mrs Schrödinger.

"Rocks like your bog-standard Carbonatite and Kimberlite - full of diamonds - and minerals like a lump of Chernobylite, full of uranium, concrete, and steel." replied Black Market.

"Oh. Anyone got any bad ideas?" questioned Kimberly.

An incendiary missile came through the window, and Fire Chief tended to the fire. He sent a couple of ponies downstairs to barricade the windows and put out any fires.

"I think these electronic toys could be taken out with an EMP." claimed Twilight.

"Great. Now all we need now is a nuclear warhead." retorted Fire Chief.

"I'll check, but I don't think I have one in the junk drawer." grumbled Runemaster.

"Nuclear warhead? What are you talking about?" asked Mrs Schrödinger.

"The chips wouldn't be shielded against an EMP. A nuclear blast would wipe them out." answered Twilight.

A couple of flaming tennis balls flew through the window and were quickly dealt with. Mrs Schrödinger was glad that she specifically required a high level of Building and Contents Cover from her insurers; it was something she felt that she needed after a couple of Runemaster's "projects" went wrong.

"That might be why the military never used them." commented Vulcan, showing considerable insight into the history of the chips.

"What kind of moron would put military technology in toys?" solicited Black Market.

There were shrugs all round. Black Market rummaged around in his suitcase and pulled out a small device with leads coming and going all over it. He armed and chucked it out the window. The device exploded, and, upon inspection, it had wiped out a small area of toys. Fire Chief asked Black Market if he had anything bigger, or even anymore, to which the reply was that he couldn't get his dirty mitts on any others. Runemaster turned to Fire Chief and said with a smile, "He's a right old Jessie."

Fire Chief was unimpressed by this attempt at humour, and Black Market started to defend his masculinity by mentioning that he had a marefriend. Kimberly snickered to herself. Once he had defended his masculinity, Black Market started thinking, and asked Fire Chief if he had a two-way radio with him, who replied that he did. Black Market then asked if he could borrow it for a minute. He got it and took it outside. After a few moments, he returned.

"Who did you just talk to?" asked Twilight.

"Airship mercenaries. They have several zeppelins at their disposal, and they still owe me several favours in returns for goods and services rendered." responded Black Market.

* * *

**A/N** Well, things have certainly warmed up a bit more. A "Jessie" is a derogatory Scottish slang word for a wimp or a big girl's blouse. And by the way, I've submitted a drawing of Nightwish to DeviantArt (link to DA profile in my profile here). As story stats is reporting that, at the time of writing, this story has 218 views overall and Chapter 9 only has one, any more readers would be much appreciated, like reviews.


	11. Figure in Red

Later that week, Fluttershy had been discharged from hospital, but seemed to be suffering from joint pain, a decreased sense of hearing, continual feelings of tiredness and epilation. Most of the damage caused by the toys had been repaired, but some remained.

* * *

Two weeks before Hearth's Warming Eve, Kimberly was in the schoolhouse when the sound of singing reached them. Kimberly and the foals were unaffected, but the singing made Cheerilee become quiet and cold, who then tried to leave. Kimberly moved to stop her, but was shoved aside. Kimberly scowled, and magically stopped her superior from moving. When the singing stopped, Kimberly magically fish-slapped Cheerilee out of the trance she was in, and the earth pony reverted back to her normal self.

"Eh…what was that?" asked Cheerilee, dazed.

"Ydych chi'n iawn?" enquired Kimberly, tilting her head to the right.

Cheerilee shot a questioning look.

"How are you?"

"Fine…I guess. Something just came over me. Any ideas?"

"Apart from black magic, there are no ideas that I have." stated Kimberly, shaking her head.

"Could you just take a look in town for me, please? If that singing had that effect on me…" started Cheerilee, who knew that she was in no condition to investigate the problem and had a duty of care to the foals.

"Man a man a mwnci. I'll be back now in a minute." complied Kimberly, walking out the door.

* * *

Ponyville was completely empty; not a soul was to be seen. Kimberly felt that a tumbleweed rolling around would complete the scene, however clichéd. She decided to check if Runemaster's runes had done their work.

At Mrs Schrödinger's house, where repairs had been completed two days previously, Kimberly found her landlady inside doing her usual morning knitting in her sitting room. This raised a question from the elder mare.

"What are you doing here, Kimberly? Something wrong?" asked Mrs Schrödinger.

"Mrs S., what it is…we have a problem."

* * *

Back at the schoolhouse and away from the foals, Kimberly quietly told Cheerilee about the abandonment of Ponyville.

"It's as I thought; all the adults were affected and drawn off. However, you weren't. Care to explain?" asked Cheerilee.

Kimberly started thinking hard. It was almost possible for Cheerilee to hear the miniature relays and solenoid switches inside Kimberly snapping open and closed, the vacuum tubes hum, the ventilation fans whir, and the tape memory seek. Cheerilee could almost feel the Magnetorsesistive RAM change polarity. After what felt like several minutes, Kimberly answered.

"_Na_. I'm not entirely sure myself, but I think it has something to do with how refined magic works with targeting things, I do."

* * *

A few hours later, Birchbeard padded into Ponyville. He had noticed the town was deserted, and looked for any ponies who had remained. Throughout his search, the only adults he came across were Mrs Schrödinger, Runemaster, Kimberly, and Cheerilee. However, something he had picked up on from the timberwolves in the Everfree Forest was that they had seen a large group of adult ponies leave the town and head south with a red caped figure.

Birchbeard, taking no chances with the singing, collected all of the mugwort he could find before he headed south, as he'd heard mugwort was supposed to be good against evil spirits. Cheerilee and Mrs Schrödinger decided that they would stay behind, but Runemaster, equipped with a newly forged claymore, and Kimberly went with Birchbeard.

After about ten minutes of walking, the trio found what appeared to be a circus with mist hanging around it. They entered, and started walking around together. For a couple of minutes, they saw no signs of life, but eventually, an old pony ran in front of them. Runemaster recognised the colour scheme.

"What happened to Bon Bon?" asked Runemaster in astonishment.

"Is…red-caped…figure. Must…drain…life." answered Birchbeard.

About a minute later, three illusions manifested in front of the trio of ponies: a large bone for Birchbeard, expensive looking rune-making equipment for Runemaster, and a meerkat toy for Kimberly. The two males ignored the illusions meant for them, but Kimberly reached for hers before Runemaster pulled her back.

"They're just illusions, Miss Gwenant." reprimanded Runemaster.

"Figure…used…illusions…before. Illusions…trapped….Ponyville…here." observed Birchbeard.

"But they're so real." muttered Kimberly.

"Figure…made…illusions…real."

"Gwenant, don't fall for them. That's why the other Ponyville residents are still here and how the figure wolf-boy here refers to has been able to exert its influence on them." added Runemaster.

The singing began again. This time, it was Runemaster who was affected. He started going over to his illusion as if in a trance. Kimberly used her magic to stop him, and Birchbeard stuffed some mugwort into Runemaster's ears. This snapped him out of the trance, and Kimberly released him.

"Why weren't you two affected?" asked Runemaster.

"I've been thinking for a few hours I have, and it might be because neither Birchbeard nor I are ponies. I look like one and his mother is one, but we aren't actually ponies." replied Kimberly.

At this point, a figure in red appeared in a cloud of smoke, a woman.

"So that is why you eluded me." she stated.

Runemaster moved quickly, drawing his claymore and leaping towards the woman. Birchbeard moved slightly slower, and pounced towards the woman's throat, jaws snapping maniacally. Kimberly took half a second to realise what was going on, before she slowly started firing heavy bolts of magic at the figure and missing by miles.

The figure pushed the ponies back, and magically wrapped them in chains. None of them were able to escape, although Birchbeard was strong enough to loosen his chains, which meant he got an extra set. The figure walked leisurely towards Kimberly, picked her up, and walked away with the animatronic struggling.

Runemaster asked if things could get any worse. Birchbeard responded that they probably could, but the woman had been unaware of his ability to call for the timberwolves. Birchbeard's howl cut through the air, and caught the attention of several packs in the Everfree Forest, who rushed to help. Birchbeard sent them in the right direction, and they followed the scent of the woman in red until it disappeared completely. The timberwolves returned to Birchbeard, whining unhappily. Birchbeard was about to dismiss them when he noticed something strange in the sky.

The Gold League looked up and saw Captain Shiny Trousers himself, Ace, showing off once again by airsurfing a boiler full of concrete. Ace jumped off, and flew down to the ground.

"What seems to be the problem here?" asked Ace.

"A woman in a red robe has put Ponyville under a trance. She's just put us in these chains and taken Gwenant away." replied Runemaster.

"Which way?"

Runemaster nodded his head in the direction that the woman had gone. Ace shot the chains off Runemaster and Birchbeard with a Sten machinegun that somehow appeared from inside his flight suit, and started walking in the opposite direction with the timberwolves and the two freed males following him. Within seconds, Ace had found a trap door. He opened it, and followed the revealed passageway. At the end, a metal door greeted them. Ace simply shot out the lock and pushed it open. Inside, the woman was present, along with a bird in a cage and, with the exception of Kimberly, all the Ponyville unicorns and Twilight feeding their magic into a special looking crystal. Twilight and the unicorns all looked extremely old.

The woman, seeing who and what she was up against, teleported herself away moments before Ace riddled the crystal with bullets. The woman's magical illusions disappeared, the ponies were removed from their trance and returned to their rightful age. Outside, the woman, now looking significantly older, started running away before the boiler Ace had been airsurfing landed on and crushed her.

At the other side of the room, Ace noticed a door and went through it. Inside, he found Spike bound and Kimberly powered down and discarded like an unwanted toy. Ace went over to Spike first and released him before the Grandmasters League went to Kimberly, shot off her chains, and was able to start her up within seconds; first SKALA and then Kimberly. Going back into the room where the unicorns were, Ace found that they had all left, leaving Twilight behind.

"You should have seen what the woman did to Kimberly. Kimberly, whom I assume was strongly under the influence of SKALA, was wrestling with the woman like nothing I've seen before. But the woman didn't drain the magic out of her like Tirek would have; the woman ripped it out of her. I think it must have broken the unicorn." supposed Twilight.

"I think she'll be alright now. What happened to you?" asked Ace.

"The woman used us as a magical generator by making us feed our magic into the crystal, which fed her powers, and she drained our youth."

"I'm confident she's been sorted out now."

"Where have you been, anyway?"

"To see my hairdresser at AstroCuts, in the Theta sector, Dimension 24. Ask for Alfonce."

"Wait, you can jump dimensions?"

Ace nodded and said "I've even met other variants of you. Smoke me a kipper, I'll be back for breakfast." before he walked off.

"What a guy!" uttered Twilight, dreamily.

* * *

It was Hearth's Warming Eve. Ace was celebrating it in a different dimension, Grey Mystic and his kin continued their work through the holiday as they always had done, and Nightwish was spending some time with her father. Egghead was with the Canterlot Royal Guard, nopony knew where Birchbeard had gone, and Kimberly was in Ponyville.

The animatronic sat on her bed and looked out the window at the snow outside. It had been a few days since Pinkie Pie had held a festive raffle, and Kimberly had won a pack of fifteen cans of Carlsberg. What was she to do with fifteen cans of Carlsberrg? She had tried giving them to Runemaster, but he refused them, stating he had no desire to even have them in his possession. At least she felt better with her prize than Runemaster – he'd received curling tongs and a handbag. Outside, it began to snow harder. Kimberly never liked the cold, as it made her lubricants become less fluid than desirable. Of course, she did have internal heaters, but these could drain her batteries quite quickly. However, Kimberly's main problem was that she was alone, as, under other circumstances, she would be socialising with Water-Lily, but the lakespony was visiting her family. Not even SKALA could do anything to cheer up her consciousness.

Runemaster knocked on the door. Kimberly knew that it was Runemaster as he was the only pony she knew that had a calibrated knock.

"Come in." bade Kimberly.

Runemaster opened the door and came in.

"Mrs S. and I are downstairs, if you'd like to join us." invited the Scot.

"I'd love to! It's so lonely up here by myself." accepted Kimberly.

The two went downstairs and into Mrs Schrödinger's sitting room. Runemaster produced a bottle not of Glenlivet, which Kimberly knew he was keen on, but of Bowmore Legend, which he had been saving for a dreadfully long time. This got an intake of breath from Mrs Schrödinger.

"Runemaster, you shouldn't have." said the landlady.

"I insist." forced Runemaster.

After a few interesting hours that she would never forget, Kimberly decided that she would leave. Mrs Schrödinger had dozed off by the fire, and Runemaster was a bit tipsy and didn't mind Kimberly's leaving one bit for there was still half a bottle of Bowmore that he wanted to get to know better.

Kimberly put on a thick woollen coat, boots, scarf, and hat. Turning on her internal heaters, she softly opened the front door and went out into the snow. Few ponies were around at this time of day, and Kimberly headed towards Twilight's castle. When she got there, Kimberly knocked on the door. Spike opened it.

"Oh hey, Kim. What are you doing here?" asked the baby dragon.

"Is Twilight in?" questioned the unicorn.

"Yeah, sure she is. Come in."

Spike took Kimberly to Twilight, who was in her living room. For the next few hours, Twilight and Kimberly were talking on a variety of subjects, and enjoyed talking to each other, as Twilight knew what she was saying was mostly understood, and Kimberly knew that her input was appreciated for what it was. They talked for hours until the sky darkened, when Kimberly went home.

* * *

**A/N** So that is the latest instalment, and probably the last one before Christmas. I was intending to publish this earlier, but other things got in the way a bit. "Man a man a mwnci" is Welsh for "might as well".


	12. Mindful

The Institute and the Committee caught up with Black Market three months after Lucky's funeral, and the male animatronic was swiftly decommissioned, much to the horror of his marefriend, Toola-Roola.

After a further ten months, Allerton entered Kimberly's flat on a Friday evening without warning in a state of distress. Allerton threw her red cap forcefully onto the floor, and Kimberly asked her what was wrong.

"Combine last month, High Strung, his hydrogen cooling system, and a short circuit. He's gone, Kim; we're the only two left now." Allerton replied.

Kimberly was shocked by this news of High Strung's death and was immobilised briefly by it. Allerton rummaged around in a saddlebag she had and pulled out VOX, which she handed over to Kimberly.

"I think VOX is better off with you than me. I couldn't keep him, I just couldn't. It's horrible, watching your younger siblings die. But that's what you get when you're designed by someone who doesn't know how to do such a thing." said Allerton.

Kimberly knew how Allerton felt, as she'd experienced something even worse when Vulcan was destroyed, and placed VOX next to RAVEN on her chest of drawers before she turned back to the elder animatronic. Kimberly noticed the markings all over Allerton's sides, which were brown love hearts on vines.

"That's a nice tattoo you've got there." commented Kimberly.

"What, the love hearts? They're no tattoo, and they're twice as fancy as any symbol or cutie mark the rest of you got. They've taken fourteen years to appear, but they were worth the wait." responded Allerton.

Kimberly was impressed by the markings. A few moments later, an infantile sneeze from the other side of the room brought Allerton's attention to a foal's cot. Allerton went over with Kimberly and looked inside. Lying there was Kimberly's adopted daughter, Alexandria, who was a sandstone yellow colour with red hair, and suffered from Twinkle Eyes, which made her green eyes look like they had gems forcibly embedded into them, and dipygus, which meant that she had two tails and two pairs of hind legs, the inner two legs being shorter than the outer ones. Allerton smiled at the very young filly and then at the green unicorn. Kimberly tended to her adopted daughter and sung softly.

_Pony paardjes met hun lieve pony snoet_  
_Maken je weer vrolijk als je huilen moet_  
_Regenbogen drogen, heel snel weer je ogen_  
_Lach maar weer het is al weer goed_

By the time this was repeated twice more, Alexandria had fallen asleep.

"By the way, the Committee has been disbanded." said Allerton.

"What? Not the _Komitet_?" interrogated Kimberly.

"Well, of course, we've had a few things that have warranted their attention, but Celestia didn't think that the Committee was providing the state particularly good security."

"What about your seizure? The public, they'd know about us, what we really are…"

"I don't think that the documents for that one will be seen much. Even now, with what's happened to High Strung, the general public won't know about us or what we've done. Vulcan, on the other hoof, will be public knowledge for a long time to come."

Allerton paused before she continued.

"Do you still have that red flag and the bottle of Pepsi?" asked the eldest animatronic.

"_Na_. The flag burnt along with Poniton. Some mongrel stole, and presumably drank, the Pepsi the week before Poniton was torched." answered the third animatronic.

Allerton made to leave, but Kimberly stopped her, as it was getting late, and Allerton accepted Kimberly's offer of somewhere to stay the night.

* * *

In Grey Mystic's sanctuary, Egghead had finished questioning the last of the watchers' watchers that he and Nightwish had identified. The diminutive Belgian was walking with Purple Armour.

"I appreciate you and your _famille _being able to take these ponies in. They were in danger, and they were the only ones Nightwish and I were able to get to in time. The rest will require some investigation. I shall do my best." stated Egghead.

"It is the least we could do for you to carry out enquiries into what these ponies were doing. However, while you will be trying your best investigating the activities of those who are now beyond us, what of Nightwish? Will she not be doing her best?" solicited Purple Armour.

"She has been busy recently, more so than usual, and it is time she takes a rest before she overexerts herself. I could not let that happen, for as you know I have feelings for her, so I recommended that she goes to a spa resort for a few days."

"Yes, isolation from one's normal activities does one well."

* * *

Twilight was reflecting on the time spent with Kimberly. It had been interesting, yes, and the alicorn was still suspicious that there was something obscure going on but was confident that Kimberly knew nothing about it. Of course, the animatronic and her adopted daughter, along with Runemaster and Mrs Schrödinger, had perished when the great fires came, so there was no opportunity to ask her if there was.

Most of Ponyville was lucky to have escaped to caves abandoned by the diamond dogs, where they had now made their home, along with a large group of Royal Guards who were on training manoeuvres in the area. Food was a bit of an issue at first, but they soon were perfectly self-sufficient, and the caves had been beautified to the point where they were pleasant to live in.

Twilight had some errands she needed to run and had completed the majority of them when her attention was drawn to a television set embedded in the wall.

"This is BBC Wales. The 9 O'Clock News from the BBC with John Harvey and Andrew Humphries." came the voice of a narrator.

The theme to the BBC's 9'O'Clock News played, and Twilight, who didn't recall ever experiencing that television set ever being there, started peering at it. Twilight was rather startled when Kimberly's head appeared on the screen.

"Kimberly? What are you doing in there?" asked a stunned Twilight.

"I'll tell you now in a minute. Look, when you hear the signal, I want you to get everypony to evacuate." answered Kimberly.

"What's the signal?"

"Oh, I think you'll be able to identify it. Now go; we won't be ready for a bit."

Twilight wandered off, wondering what Kimberly was up to, and started amusing herself while she waited for the signal. It came soon enough over a Tannoy system that Twilight didn't even know was there.

"Attention please; the SKALA Process Computer is now engaged. Please begin emergency evacuation procedures immediately. All south exits are currently unavailable; seek alternative exits. Attention protection teams; anti-civil activity detected in this community. Code: coagulate, clamp, contain." stated SKALA.

"Welcome to FVOX. All north exits are available." added a calmer and meeker sounding female robotic voice.

"VOX welcomes you. Some east exits are available. Seek assistance." came a mildly disjointed and bold male robotic voice.

"RAVEN ONLINE. SOME WEST EXITS AVAILABLE. ASSISTANCE REQUIRED." said a severely disjointed robotic male voice.

At this points, alarms from all four of the subconsciousnesses started sounding. Twilight had no idea what was going on, but she began guiding ponies to the exits and could see her friends doing the same. A few moments after the alarms started sounding, humanoids began appearing. Some of RAVEN's firemen came from the west, SKALA's janitors from the south, men in blue uniforms with 'SECURITY' written on the back of a bullet-proof vest came from the east, and scientists in lab coats came from the north.

Twilight was curious as to what these humanoids were doing and stared at them. When they were targeted by the Royal Guards, who in turn were targeted themselves, Twilight went to intervene. She was ordered away, but Twilight refused to follow this order. Twilight heard SKALA announce over the tannoy system: "You are charged with anti-civil activity level one. Attention all ground protection teams, autonomous judgment is now in effect.". One of the janitors clobbered the alicorn over the head with the back end of a stun stick, and a fireman carried the princess away.

The west exits were left curiously unused, although it had to be said that none of the Ponyville residents were especially keen on navigating corridors that had broken pipes and electrical wires hanging from the ceiling, floors littered with debris, and only the steady pulse of soft red emergency lights to guide them.

The former Cutie Mark Crusaders took the east exit but were separated from the rest of the evacuees. They took a door off to one side of the corridor and followed the path it took them on. They stopped when they found themselves in a large hall full of huge turbogenerators, stretching about three hundred metres either side of them. They noticed two pairs of turbines, one pair on the far left and the other pair on the far right, were still running, but the central two were silent. The rightmost one of these central turbines had suffered tremendous fire damage and part of the collapsed roof was lying on top of it, with the rest of the collapsed roof in an important looking pit.

"I think we took a wrong turn somewhere." grumbled Scootaloo.

The trio turned around and retraced their steps back to the main eastern evacuation route.

* * *

Twilight awoke back in her castle. She held her head, as it throbbed something awful. She went downstairs to get a drink of water, and completely ignored the scene in her sitting room. Twilight had her drink and returned to bed.

"The question is: what are we going to do with it?" asked Allerton, covering up her Ethernet port and staring at the thing in the middle of Twilight's sitting room.

"We can't keep it, that's for sure. Grey Mystic will probably have it destroyed. Something like this is too dangerous to have lying around." answered Kimberly.

The thing in front of the two animatronics was a large box that looked like it had been cobbled together from whatever parts were available. VOX and RAVEN had just been disconnected from the device and lay connected to an electrical socket coming from the wall.

"But what was it for?"

"I think I could answer that." said a voice Kimberly instantly recognised.

"What do you think, Nightwish?" asked the green unicorn, turning to face the crossbreed, who had decided to pay a brief visit to Kimberly.

"I recall working inside a criminal organisation and they wanted to develop some sort of mind storage device. I don't remember how far they had progressed with it, but they would have used it to store the minds of ponies for whatever reason they saw fit, be it so the victims could be kept out of the way, or so they could use the trapped minds as a ransom. Apparently, they weren't counting on you two being here." replied the crossbred, standing just inside the doorway. Two of Nightwish's changeling minions that had accompanied her, out of the five she had in total, entered the room as well but stayed close to the walls and hid in the shadows.

Twilight, who had been trying to get back to sleep upstairs but couldn't because of the voices from her sitting room, went to investigate. As she turned through the door, she found her face was suddenly enveloped on both sides by something warm, squidgy, and deep purple, not to mention smelling slightly of mixed spices. Nightwish moved forward in shock and mild discomfort, and Twilight realised that she had accidentally walked straight into Nightwish's backside.

"Watch it! As you're a princess, I would expect you to look where you're going and not to go rubbing your face in other creatures' nether regions. Mine are still sensitive from yesterday's…monthly flush; before you ask, female changelings, unlike their pony counterparts, don't stop their monthly cycle in winter and are subject to...discharges." glared Nightwish at Twilight.

"Sorry, I've just had a bad dream. A fire destroyed Ponyville, and we fled to the diamond dog caves. Then the animatronic subconciousnesses turned up, and SKALA told us to evacuate." apologised Twilight.

"That was no dream. Your minds were in that thing in the middle of the floor. Kimberly, VOX, RAVEN, and I devised a way to release Ponyville's minds. If we hadn't, something terrible could have happened to you." corrected Allerton. Nightwish and Kimberly nodded in agreement.

"What was going on with the Royal Guard in there?"

"They weren't Royal Guards; they were the embodiment of the device's security program."

Allerton looked at the time and decided to take her leave. After Allerton had left, Nightwish turned to face Twilight.

"I'm a bit peckish. Do you mind if I get something to eat?" asked the giant purple mare.

"No, that's fine. The kitchen's just down there." replied Twilight, pointing in the direction of the room.

Nightwish left, and Kimberly looked at Twilight with raised eyebrows.

"You just gave Nightwish full reign of your kitchen." observed Kimberly.

"Is that a problem?" asked Twilight.

"Nightwish can quite easily eat the same amount of food in one sitting as the whole of Asia in a year. Provided it's food she's allowed to eat, I don't know where she puts it."

"What if it's not?"

"She wouldn't touch the majority of the food she's prohibited from eating, but she can take a bit of a fancy to some of the food and drink on her 'Forbidden' list, like orange juice. When she does..."

Twilight ignored the rest of what Kimberly had to say and quickly ran off to the kitchen.

* * *

Allerton passed Water-Lily on the way to the train station and stopped to talk.

"Water-Lily, I did a bit of research into the lakesponies based on what you said after the return of Tambelon. There was something fascinating that I picked up on, and it concerns you." stated Allerton.

"Yeth, what ith it?" asked Water-Lily.

"Well, your prisoner number is 1939, and according to the available records, the Fürstin von Seen's cousin was also prisoner number 1939. Is this a case of duplication, or are you…"

"Yeth, I am. I don't bring it up much, though, ath the royal family ith a bit of a joke. Under lakethpony naming conventionth, the name 'Lily' ith retherved for the royal family, and the pothitioning before or after another word identifieth the named lakethpony ath either in the immediate family or ath a clothe relative."

* * *

**A/N** Yes, Allerton is a Twice as Fancy pony, a type of pony that was around in G1, like the Twinkle Eye ponies. As for having hydrogen as a coolant, it can be done, although there had been at least one fire (that I know of, at any rate) where the hydrogen has played a part.


	13. Last One Standing

It was an evening a couple of weeks before Hearth's Warming Eve, several years after High Strung's fiery death. Egghead had finished investigating the watchers' watchers and reported their activities to Grey Mystic. The latter was surprised that, although there was no bad will towards the Leagues from these ponies, they were in some danger. Despite this, the ponies they were keeping an eye were interested in the Leagues' activities and possibly interested in either discovering their secrets or hiring their services, which didn't surprise the grey unicorn. Several of Grey Mystic's kin were dispatched to deal with those bearing ill will towards the Leagues, and they returned successfully.

* * *

Twilight was walking around, pondering over the last few years as she bought goods from the Ponyville market. All of Grey Mystic's predictions had come true bar two: the Studio executives had failed to materialise, nor had the third villain of old made an appearance. However, there had been an incident the previous year with the two Scottish gnomes declaring war on each other and building death machines pretty quickly, and earlier that year Fluttershy was attacked by several aggressive trees that started throwing sharpened projectiles from their bodies at her on sight when she entered the Everfree Forest.

As she was going around, Twilight passed Kimberly, who had Alexandria with her. The little unicorn was growing up fast. Although she didn't speak or understand anything said to her, Alexandria had become extremely adept at judging the thoughts and feelings of other ponies, as well as occasionally being able to see small parts of the immediate future, and was easily one of the most powerful ponies Twilight knew of. However, the other fillies her age quite often left her alone, which was down to her unusual eyes and her extra hind legs and tail.

Twilight and Kimberly started making small talk before Alexandria stiffened, and looked around. Both of the adults looked at Alexandria questioningly, before a feeling of arrival came over both of them. Very shortly afterwards, Copper Glow made her appearance, wearing a pair of attachable mechanical wings.

"Kimberly, is there somewhere…" started Copper Glow.

Alexandria, although she had no idea what was being said, felt Copper Glow's desire for seclusion, and erected a small privacy bubble around them.

"That'll do." Copper Glow smiled at Alexandria.

"What brings you here?" questioned Kimberly.

"In front of the princess?"

"Yes, she can be trusted. What's going on?"

"It's more like what's going off; Allerton was decommissioned at the end of last month. You are now the last Black Grass animatronic running, Kimberly. Even 'Scotch has been stopped, but I think that the single malt Scotch whisky she burnt is going to be better used elsewhere."

"But Alli was no threat to anyone. And Butterscotch, well, she was harmless except to the whisky."

"The Institute didn't think so for Allerton, unfortunately. After two animatronics had decom'ed themselves in glorious fashion, and especially after she had that minor irregularity, the Institute deemed it wise to shut down Allerton permanently."

"Who are you exactly, anyway?" Twilight interrogated Copper Glow.

"Copper Glow, the third niece of Kimberly's creator, Lucky. Considering my expertise in fixing things, I was appointed to look after the Black Grass animatronics after Lucky suffered a heart attack." replied Copper Glow.

"But what's going to happen to Kimberly?"

"That's the strange thing; the Institute has given Kimberly an extended operating licence as they deemed that she has twenty-five years of life in her in addition to the thirty-five they gave her in her original permit. However, Kimberly does have very powerful acquaintances, so it's possible that they could have influenced the judgement."

Copper Glow shrugged. Alexandria felt Copper Glow's desire to leave, so she dropped the privacy bubble.

"Anyway, I must go now. And Kimberly, please keep out of trouble." requested Lucky's niece.

"I'll try my best, but that's not a guarantee." replied Kimberly.

"What happened to the other Black Grass animatronics? And what's this about 'Butterscotch'?" Twilight asked Kimberly after Copper Glow had gone.

Kimberly began to explain quietly so that she wouldn't be overheard, and Alexandria knew that nopony else could hear what was being said. Butterscotch was a vague proof of concept for Black Grass animatronics, an entirely mechanical creation using gears, levers, and a small ethanol-burning engine, and had a very limited artificial intelligence. Concerning the electromechanical animatronics, Kimberly quickly explained their fates.

Twilight then asked Kimberly if any animatronics, other than the Black Grass units, existed. Kimberly replied that there were several other groups of animatronics, but they had all had a different design to the Black Grass units. There was one Hetman unit running with three more under construction, three Levels units were working with a fourth under construction, three Southern units were functioning, and six Beyond the Rapids units were in operation.

Twilight was surprised at the total number of animatronics but knew that the news of Allerton's decommissioning was not what Kimberly wanted to hear, especially this close to Hearth's Warming Eve and when she had been given an extended operating licence. Alexandria, meanwhile, could feel the pain and grief that Kimberly had flowing out of her and that the last Black Grass animatronic wanted to go somewhere where she could be alone.

Alexandria went over to her adoptive mother and began stroking Kimberly's right foreleg. Kimberly looked down at the diminutive unicorn and smiled softly. A feeling of home washed over Kimberly, and she nodded at Alexandria. The two walked off, and Alexandria waved goodbye to Twilight. Twilight watched the two go and sighed. Twilight did not want to disturb Kimberly at this time and continued with her shopping, glancing one last time at Kimberly and Alexandria.

* * *

The following Saturday, Twilight and her friends went to the Bridge Café for lunch. It was a fairly popular venue, and the band there was splendid. They sat down at a table and ordered their lunches. Fluttershy gazed over at another table and saw Water-Lily, who had slumped on the table and looked completely exhausted. Several empty glasses were on the table, and an unfinished drink was in front of the lakespony. Fluttershy excused herself from her table and went over to Water-Lily.

"What's that you've got there?" asked the pegasus.

"Lakethpony Thpecial Cocktail. Jealouth?" was Water-Lily's answer.

"What's in it?"

"Lemon juithe, a bit of thugar, and a thlug of condenthed milk. The milk curdleth inthtantly."

Fluttershy gave Water-Lily a strange look.

"Why are you drinking it, then?"

"I need the vitamin C. Bethideth, the Bridge Café Band gave me another thleeplethth night latht night, and I might not be thinking thtraight. Poththibly."

"You could stay with me."

"No, no, no. I couldn't poththibly do that. You don't know what it would involve for one thing, ath I thtrongly doubt you've had one of my kind over to thtay, and bethideth, a few thleeplethth nightth on my part are nothing for you to lothe thleep over. I can cope with it."

Water-Lily realised what she had just said.

"It'th nothing to concern yourthelf about, Flutterthhy. Nothing at all." forced the lakespony.

Fluttershy went back over to her friends.

* * *

That night, Kimberly was at her flat window, which was open. She was still a tenant of Mrs Schrödinger, as was Runemaster. In that respect, nothing had changed. Somewhere down below, she heard singing. It wasn't loud enough to make out the words at first, but she was able to identify the song as the Eton Boating Song, and if the slurring was anything to go by, the ponies singing were drunk. Soon enough, the Kimberly was able to make out the words.

_Harrow may be more clever__  
_Rugby__ may make more row_  
_But we go on forever_  
_La di-di-di da da_  
_All pull together..._  
__La la la la whatever__  
_Rugby may make more row_  
_All pull together_  
_La-la-la la-la la-la__

The voices faded in the direction of the train station. Kimberly closed the window, followed by the curtain. The animatronic then went to check on Alexandria, who was asleep and looked absolutely adorable to Kimberly. After this had been done, she settled down in the corner of the room. Kimberly was still puzzled by the singing, as she had always associated the Eton Boating Song with drunken train theft, but it was probably nothing. Kimberly closed her eyes and went into sleep mode until morning.

* * *

The following morning, Kimberly discovered that Pinkie Pie and Rainbow Dash had disappeared, and a driver and firepony from a train passing through Ponyville the previous night had been assaulted by two drunken figures that stole the train. Alexandria was with Kimberly at that point and looked at her adoptive mother. A feeling of intense dread passed through Kimberly, and she knew that something bad was going to happen very soon. It did.

The first anypony knew something was wrong was when Water-Lily surfaced in one of the many rivers in and around Ponyville, saying that the water had started tasting salty, and had decided to look for cleaner water. Very shortly after that, the water levels started rising, causing rivers to break their banks and began to flood Ponyville.

Kimberly grabbed Alex and rapidly went to the highest ground she could find, which was inside Twilight's castle. Other ponies, however, were interested in was causing this. They found out almost immediately. A giant red octopus appeared out of the water, laughing evilly like there was no tomorrow.

Alexandria was first to react by planting her rear end on the ground and blasting at the monster. Big, heavy, and powerful bolts of magic arced through the air from Alexandria's horn, which was crackling and was covered in tendrils of ivory coloured static magic, into the side of the beast. The other unicorns quickly joined in.

The octopus was pained by this magic and in particular that of Alexandria. He started going over to Alexandria, but wolf howls stopped him. He looked around, towards the Everfree Forest, and saw several packs of timberwolves led by Birchbeard charging towards him. Behind him, the octopus heard the sound of Grey Mystic warping in with several of his kin. From Canterlot, the octopus could see Pegasus Royal Guards coming towards him. The opposite direction was the only clear path, and the octopus took it before Ace stopped him, holding his Sten.

"Not so fast, octopus." declared Ace.

"You think you can stop me?" rumbled the octopus.

"I think I can."

Several studio executives appeared from behind Ace. They started examining the scene, while all of the other creatures present just stared at them in complete and utter disbelief. After a few minutes, the studio executives huddled together and began whispering to each other.

The studio executives talked to each other for what seemed like an age before they reached their judgement that the octopus appeared to be a character that belonged in a fantasy show rather than the sitcom they desired, and, therefore, must be removed. The studio executives declared that the octopus was therefore fired. The octopus burst into flames for a few seconds before his entire body turned to ash that was scattered on the wind. The water levels returned to normal, leaving no damage to property and no longer tasted of salt. The studio executives then left.

Kimberly quickly exited Twilight's castle and went over to Ace. Alexandria joined them, her two inner hind legs swaying slightly when she stopped.

"I said I'd be back for breakfast, so how are those kippers doing?" asked Ace.

"Not at all done. Ace, I know you're good at things, but that was a bit quick, even for you." commented Kimberly.

"Don't doubt the power of studio executives is all I'm going to say."

Ace and the other Leagues retired from Ponyville, leaving Kimberly behind.

* * *

**A/N** So here is yet another chapter concluded. I honestly don't see more than a chapter after this one, but we'll see about that, won't we? Happy New Year to you all, anyway.


	14. We Always Thought

The halls and corridors of Kimberly's mind, where the concrete floors were subsiding and the wooden walls were uneven, were dark and empty. Nothing stirred in them, and no sound came from any of them. The only light came from the pulsing red emergency lights. All the rooms were in a similar predicament bar one. Typical electric lights from this room bled around the crookedly placed door with a nameplate that read 'СКАЛА'.

Inside, SKALA had just finished performing an analysis into why Kimberly had crashed and started undertaking a configuration revert to avoid using some potentially unstable modified files. When this was finished, SKALA started booting Kimberly. Noise and life returned to Kimberly's mind, as equipment started running again and the normal lights turned on in sequence, beginning at SKALA's room.

Kimberly, after booting was complete, groaned. It was the eve of the second millennium, and she had visited Twilight and the rest of the Mane Six with Alexandria. She could have stayed at Mrs Schrödinger's house, but the landlady was napping, and Runemaster was busy murdering his liver with Bowmore 25 Years Old that he'd been keeping for longer than he could remember, so there was little good company there.

At Twilight's castle, there had been a rather discrete question from Twilight if the second millennium would cause Kimberly any problems. The response was a negative, as Copper Glow had examined Kimberly during the previous year's annual maintenance and had fixed all the problems she found, including SKALA, who couldn't accurately date things after the millennium.

A couple of hours before the New Year dawned and away from the others, Kimberly discovered Twilight's magic mirror that lead to the human world, and it appeared to be functioning. Kimberly was curious as to what it was like in the human world, and, without checking with Twilight, went through without permission. There had been a brief kaleidoscope of colour after going through the mirror, and then Kimberly crashed.

Kimberly heard noises nearby and opened her eyes. She was lying on a carpeted floor in a room that she didn't recognise. Looked around and saw several humans who resembled ponies she knew. One was obviously Alexandria, as her human self had the same jewel-like eyes and the dipygus that her pony counterpart had, and was dressed in a turquoise shirt, a light pink v-neck jumper, and a navy blue dress that went to the knees on her outer legs. The tall lady in the deep purple dress was clearly Nightwish, and the two figures in the shadows would be her minions. The figure next to Nightwish, the one in the medium green blouse with flower decorations on it and wearing an ankle-length brown skirt with a pattern of green vines with pink and white flowers on it, was unmistakeably Kimberly's human self.

The human Kimberly, Nightwish, and Alexandria watched as the Kimberly from Equestria stood up and realised that she was still a unicorn, rather than having been changed into a human form by the mirror. After a few seconds of the unicorn Kimberly having a minor attack of realisation and stuttering the beginnings of a few sentences, Nightwish spoke.

"I can tell you are intelligent enough to understand me. I don't know who you are, why you're here, or why you look exactly like how Kimberly would look if she were a unicorn, but you need to go. Unicorns don't belong here." said the tall lady.

"Where am I?" asked the unicorn Kimberly.

"A block of flats near Canterlot High School. You were lucky that it's New Year's Eve and the school's closed, or else you'd have probably ended up all over the Internet by now. It's a wonder Polybius, my minion, found you before anyone else did."

Polybius, the historically interested and philosophical minion of Nightwish and probably the one who most like to mind-screw others when he had the opportunity, nodded from the corner. Unicorn Kimberly reckoned the other minion present was Phillipa, which meant that Aerith, Bob, and Mephistopheles were out doing errands.

"Can you take me to where you found me?" asked unicorn Kimberly.

Nightwish nodded at unicorn Kimberly and signalled to Polybius, who went to the door and beckoned the unicorn. When the door was opened, an inrush of cold air entered the room. Human Kimberly shrieked as this air current went straight up her legs and made her skirt billow upwards, revealing white knee-length bloomers with pink love hearts all over them.

Polybius took the unicorn Kimberly through the back alleys to Canterlot High School, a journey that never seemed to end and, at one point, caused Kimberly to think that they'd doubled back on themselves. At CHS, Polybius pointed at the statue outside the school and melted into the shadows. Kimberly went to the statue and began examining it, brushing the stonework. On the face that was overlooked by the school, Kimberly's hoof went through the stonework. The rest of Kimberly followed.

On the other side, Kimberly almost crashed, with only the influence of SKALA who prevented this from happening. Alexandria had felt her adoptive mother use the portal, and had gone looking for her. Alexandria looked questioningly at Kimberly, and the animatronic felt the mind probes of the young unicorn. Alexandria found what she was looking for, and raised her eyebrows at Kimberly with a grin playing on her lips. The two unicorns went back to the Mane Six.

* * *

It was the week before Kimberly was to be decommissioned. The unicorn had faded in colour somewhat and was now a paler shade of green. She was busy tidying up her affairs, like closing her pitifully small bank account and such. Alexandria was now a fully-grown adult and was living with her husband and children in the south.

Most of the Leagues were dead, with only Kimberly and Grey Mystic, who was convinced his time had come, the only two remaining. Ace had been fatally wounded in a grand battle against a police state overseas, although he had managed to jump dimensions one last time to find an alternative version of himself to take over his role as Grandmaster. Nightwish had died of mass organ failure, which was believed to be because of her mixed heritage. Egghead, meanwhile, had suffered a massive heart attack, with his final words being "au revoir, mes amis" to the Leagues still alive at the time. Birchbeard was discovered dead in the Everfree Forest for no known reason.

* * *

Grey Mystic warped into Twilight's castle and slunk through the shadows until he reached Twilight. He started to talk to her.

"Twilight Sparkle, I am certain I will die soon. Before that happens, I must tell you something important. A long time ago, your former mentor, Princess Celestia, tasked me to find a solution to the prophecy of Nightmare Moon's return. I told her that she must take on a personal student and ensure that the student was informed about the Elements of Harmony and was sent to Ponyville for the 1000th Summer Sun Celebration. Therefore, I am the one with a royal commission and the pony you were curious about all those decades ago.

"However, my involvement with you goes much deeper than that. It is not something that I wish to discuss, but Purple Armour is in a position to do so on my behalf, although he will not allow that information to be released until the events involved have long been forgotten and have become like dust upon the breeze.

"Goodbye, Twilight Sparkle, Princess of Friendship Magic. May we meet again somewhere better than this world."

"Wait, what are you talking…" started Twilight, but Grey Mystic had already gone.

* * *

Mephistopheles paid Kimberly a visit. Ever since Nightwish died, all trace of her minions disappeared, although they were known to retain their independence from Hive Queens like Chrysalis. When Mephistopheles greeted Kimberly, she knew instantly who he was by the sunglasses he wore.

"There is still time for you, Kimberly Ophelia Jennifer Gwenant. A road to safety, a road to a continued life, still exists for you at this point in time. You do not have to surrender your life to the Institute." spoke Mephistopheles.

"I do not want to die, Mephisto, but it will be an awfully big adventure. I am required to depart this world, and I will do so. My world…it is fading like my pelt. I was initially only supposed to be in this realm for thirty-five years; I've been here almost double that." responded Kimberly.

"What of your adoptive daughter and your grandchildren?"

"That is Alexandria's story, not mine. Alex does not comprehend the spoken word, but she understands all else that can be perceived, including the need for me to go. My time is almost over, while Alex and the rest of the family have much to look forward to."

"Very well, then. You have decided on the path you will take, and I cannot divert you elsewhere. I shall give your regards to the former minions of the late Nightwish. Goodbye, Kimberly."

Mephistopheles left.

* * *

It was the evening before Kimberly was due to be decommissioned. Twilight was reading in her castle when Kimberly arrived.

"Twilight, it is time for me to go now. Hopefully, we'll meet again somewhere better, but until then, _araf deg mae mynd ymhell_, my friend." stated Kimberly.

"You're being decommissioned, I take it." Twilight said.

Kimberly nodded slowly.

"Well, in that case, goodbye. It'd be good if you could have stayed around for longer, but I suppose that's life."

Kimberly nodded again and promptly left for the station to meet Copper Glow, who would take her to one of the Institute's facilities.

* * *

The following day, Kimberly was walking down a corridor in a facility of the Institute. Copper Glow was beside her, explaining what would happen.

"From your side of things, it'll be like a normal shutdown. You'll turn off, and SKALA will follow you once she's finished backing everything of yours onto tape. Then you'll be opened up, and several toggle switches will be flipped. Neither you nor SKALA will be able to boot once that's done. Are you still happy to go through with this?" asked Copper Glow.

"Yes, yes I am. _Benthyg dros amser byr yw popeth a geir yn y byd hwn_." answered Kimberly.

The two walked along in silence. From rooms on the side of the corridor, the sounds of the Institute's employees at work were audible. One conversation in particular, from a chamber with an open door, caught Kimberly's attention.

"What's the matter with this thing? What's all that bubbling and churning? You call that a radar screen?" questioned one stallion.

"No sir, we call it Mr Coffee. Care for some?" replied a second stallion

"Yes; I always have my coffee when I watch radar. You know that!"

"Of course I do, sir."

"Everybody knows that!"

"Of course we do, sir!" shouted the rest of the ponies in the room.

Kimberly smiled and continued walking with Copper Glow. After a while, the two of them reached a room, and Copper Glow instructed Kimberly to wait outside. Kimberly was nervous, as was SKALA. Both were afraid of the unknown, about what the decommissioning would be like. Across the corridor, an employee of the Institute was reading a copy of the Daily Heil, the headline of which read: WILL THE BBC GIVE TAXPAYERS' MONEY CANCER?

Copper Glow soon returned with several Institute employees, and they entered the room.

* * *

Copper Glow left the room. Kimberly had been shut down, on time, and nothing seemed to go wrong. Yes, she was sad to see Kimberly go, but she wasn't strong enough to stand against the Institute, or cunning and devious enough to evade its reach. Copper Glow didn't think the Institute had forgiven Black Market for that one, even several decades after he was decommissioned.

With Kimberly's decommissioning, there were no Black Grass animatronics still going. Copper Glow reflected on this and thought it was strange how the third unit was the one that was shut down last, despite there being newer and safer units.

Copper Glow shrugged. Even if there were no more Black Grass units, there were the other animatronics. Besides, the undamaged Black Grass units could still be brought back online if it was required, although Copper Glow thought it was unlikely. She left the facility, whispering to herself.

"We always thought the future would be kind of fun."

* * *

**A/N** So that's the end of this fanfiction. It's taken a lot longer than anticipated to finish (I had originally intended to post chapters weekly), and I certainly wasn't expecting to be finishing a good eight months after I uploaded the first chapter. If you're interested in my drawings on this fanfiction, check my DA account (link in my profile here), as that's where the current pictures are and any future ones will go. There may or may not be an Obscurity 2: The Search for More Animatronics in the future, but I cannot guarantee anything with that fanfiction at this point in time. However, there could be an Obscurity 3: The Search for Obscurity 2.

Also, if you've been keeping up with all the references (and there are quite a few), congratulations; I stopped keeping track some time ago. Thank you, bluecatcinema, for being the only reader who's reviewed Obscurity at the time this author's note was written.

Regarding Kim's Welsh, 'araf deg mae mynd ymhell' translates as 'go slowly and go far', while 'benthyg dros amser byr yw popeth a geir yn y byd hwn' translates as 'everything you have in this world is just borrowed for a short time'


End file.
